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PSC — Annual Report 2023
Jul 9, 2024
52209_rns_2024-07-09_665eaffd-266b-4b45-b641-5f57d43e40c4.pdf
Annual Report
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Stock Code: 2855 www.pscnet.com.tw
2023 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.
2023 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 | 35 |
| Information Regarding the Company’s Audit Fee and Independent Auditor | 91 |
| Replacement of CPA | 92 |
| 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 | 92 |
| Net Change in shareholdings and in shares pledged by directors, supervisors, manages, and shareholders | |
| holding more than a 10% share in the Company | 93 |
| Information Disclosing the Relationship between any of the Company’s Top Ten Shareholders | 97 |
| Ownership of Shares in Affiliated Enterprises | 98 |
| Name and position of the employees with the top ten amounts of bonuses as well as the total amounts | |
| of the top ten bonuses | 98 |
| Training of Directors and Supervisors | 99 |
| Manager Learning | 102 |
| IV. Capital Structure | 104 |
| Shareholders’ equity | 104 |
| Long-Term Borrowings | 108 |
| Issuance of Preferred Stocks | 108 |
| Issuance of Global Depositary Receipts | 108 |
| Issuance of Employee’s Stock Options | 108 |
| Merge and Acquisition | 108 |
| Working Capital Plans | 108 |
| V. Business Environment | 109 |
| Description of Business Activities | 109 |
| Market Conditions | 123 |
| Employee Data | 128 |
| Environmental Protection and Corporate Citizenship | 128 |
| Labor Relations & Employee Benefit | 129 |
| Information and Communication Security Management | 136 |
| Material Contracts and Agreements | 137 |
I
| VI. Financial Information | 139 |
|---|---|
| Five-Year Financial Summary | 139 |
| Financial Analysis for the Past Five Years | 143 |
| Audit Committee’s Review Report on the Company’s 2022 Financial Statement | 147 |
| Financial Difficulties that will Affect the Company’s Financial Situation | 148 |
| Status of the Achievement in Financial Forecasts for the Latest Two Years | 148 |
| Methods and Assumptions used for Evaluating Fair Value of Financial Instruments | 148 |
| Hedge Accounting Applied to Financial Instruments | 148 |
| Items That Should Be Included Pursuant to Regulations Governing the Preparation of Financial Reports by | |
| Securities Firms | 149 |
| VII. Financial Status, Operating Results and Risk Management | 150 |
| Financial Status | 150 |
| Analysis of Operating Results | 150 |
| Analysis of Cash Flow | 151 |
| Effects of Major Capital Expenditures in the Most Recent Fiscal Year on Financial Operations | 152 |
| Long-term Investment Policy | 152 |
| Analysis of Risk Management | 152 |
| Other significant events | 162 |
| VIII. Other Disclosures | 163 |
| Consolidated Business Report of Affiliated Companies, Consolidated Financial Statements of Affiliated | |
| Companies, and Reports of Affiliation | 163 |
| Private placement of marketable securities | 165 |
| Holding or disposal of the company’s shares by the subsidiaries | 166 |
| Other Necessary Supplement | 166 |
| IX. Occurrences of items that may give rises to substantial impact on shareholders’ | |
| interests and/or stock price | 167 |
| X. Financial Statements | 168 |
II
I. A Letter to Shareholders
Dear Shareholders,
In 2023, the COVID-19 pandemic has begun to subside, and the global economy has started to recover. However, factors such as high inflation, high-interest rates, and mainland China’s underperformance in the post-pandemic economy have affected global demand for consumer goods, resulting in a slowdown in global manufacturing activity. In addition, strained relations between the United States and China have led to economic sanctions, including bans on semiconductors and rare earth metals. Ongoing conflicts in Ukraine, the Israeli-Palestinian conflict, and the Red Sea crisis also contributed to geopolitical turmoil in global financial markets. The impact of central bank interest rate increases is beginning to be felt. In the United States, community banks such as Silicon Valley Bank faced a liquidity crisis due to deposit outflows and subsequently announced their closure. In Europe, Credit Suisse Group AG suffered substantial losses and failed to regain investor confidence despite emergency loans from the Swiss National Bank. Meanwhile, in mainland China, the bursting of the real estate bubble triggered financial crises and forced bankruptcy in several real estate companies, leading to market turbulence.
On the domestic front, according to statistics released by the Directorate General of Budget, Accounting, and Statistics of the Executive Yuan at the end of February, the economic growth rate in 2023 declined to 1.31% from 2.59% in 2022. This decline was attributed to global inflation and interest rate pressures at the beginning of the year, which suppressed global final demand and weakened export momentum as companies adjusted their inventories. While consumer spending was buoyed by services such as restaurants and entertainment, business investment remained conservative, mitigating some effects on domestic demand. In the stock market, semiconductor and electronic component stocks saw a surge driven by the proliferation of artificial intelligence themes, leading to the weighted Taiwan Stock Index rising from 14,137 points to 17,930 points, marking a 26.8% increase. Market volume also witnessed a significant rise, with the average daily trading volume of the listed and OTC markets climbing from NT$305.2 billion to NT$359 billion, representing a 17.6% increase.
Amidst the favorable backdrop of steadily rising stock prices and trading volumes, our Company has delivered remarkable performance. The total annual revenue for 2023 stands at NT$8,678,717 thousand, comprising operating revenue of NT$1,314,338 thousand and operating expenses of NT$4,925,656 thousand. The non-operating net income amounts to NT$681,049 thousand, resulting in a pre-tax net income of NT$3,119,772 thousand and an after-tax net income of NT$2,878,951 thousand, equivalent to NT$1.98 per share after tax.
In the brokerage business, our market share reached 2.86% in 2023, positioning us eighth in the market. Both the average balance and market share of credit business, such as financing, experienced year-on-year increases. Moreover, our vigorous promotion of wealth management, insurance and trust services continues to contribute steadily profits to the Company. Amidst intense industry competition, we persistently optimize our platforms and system functionalities to enhance differentiated services and meet customer demands. Leveraging operational data and analysis, we grasp customers’ behavioral preferences and employ precision marketing to deliver high-quality service experiences and convenient digital financial services. Furthermore, the Company received notable recognition for its wealth management business, securing three awards in Wealth Magazine’s Wealth Management Awards: Best Print Marketing, Best Wealth Enhancement, and Best Public Welfare Promotion. Additionally, we attained the top position in the Best Customer Satisfaction Award , and ranked third in the Best Wealth Enhancement Award in Business Today Magazine’s 17th Wealth Management of Banks and Securities.
In our underwriting business, we handled 18 lead cases and 20 co-lead cases throughout the year. The total underwriting amount reached NT$3.87 billion, placing us 10th in the industry. Our underwriting team operates with a lean organizational structure, conducting comprehensive evaluations and meticulously selecting cases. We offer guidance to high-quality companies looking to enter the capital market, assisting them in raising funds and enhancing their financial structure and business expansion.
In terms of proprietary-related businesses, the Stock Proprietary Trading Department excels at understanding market trends and industry dynamics. They combine fundamental and technical analysis to capture mainstream trends effectively, such as AI and semiconductors, showcasing outstanding operational performance. Despite the challenging operating environment in the global bond market, the Bond Proprietary Trading Department consistently seizes opportunities for declining market yields, contributing to the company’s profitability. The Futures Proprietary Trading Business utilizes quantitative analysis
1
President Securities Corporation
techniques and expertise to continuously seek arbitrage opportunities across commodities, time zones and markets, ensuring stable profits for the company in the long term. The Financial Products Business takes advantage of the recovery of the Taiwan stock market to issue warrants, ranking 7th in the industry in terms of warrant issuance amount. They also timely issue structured products to meet customers’ diverse investment needs.
Given the Company’s market position and robust capital level, Taiwan Ratings Corporation has assigned a long-term credit rating of “twA” and a short-term credit rating of “twA-1” to our Company, with a “Stable” outlook. We have established a comprehensive risk management mechanism and adhere to an integrated management model for the overall operations of securities firms. In 2023, our efforts in risk management were recognized with the highest accolades. While we prioritize profitability, we also prioritize employee health, offering annual health check-ups, establishing an employee fitness center and organizing health competitions to actively promote a healthy workplace. We are honored to have once again received the Gold Award in the Happy Enterprise Gold Award from 1111 Job Bank. Furthermore, we fulfill our social responsibility by implementing diligent governance policies. During the investment evaluation process, we consider the performance of investment targets in sustainable issues such as the environment, society and corporate governance. In the 2023 Institutional Investor Stewardship Information Disclosure Evaluation conducted by the Taiwan Stock Exchange, we were distinguished as an excellent securities firm.
Looking ahead to 2024, the high interest rate environment will continue to constrain investment and consumer demand. However, as inflationary pressures gradually abate, monetary policy in various countries is expected to ease gradually, and the economic outlook can be cautiously optimistic. In the United States, the labor market remains strong, and consumer spending should be supported by expectations of a gradual decline in inflation. Nevertheless, the upcoming presidential election introduces a degree of uncertainty. In mainland China, domestic demand is slowly recovering on the back of expansionary policies, but external demand remains weak. In addition, the property market remains sluggish and economic growth is expected to remain stagnant. In Taiwan, benefits from expected recovery in global commodity demand and the continued expansion of applications in emerging technologies, such as artificial intelligence and high-performance computing, export momentum is expected to rebound. Meanwhile, the continued improvement in the employment environment and the increase in wage levels are also expected to effectively support consumer spending momentum. The “Directorate General of Budget, Accounting and Statistics” estimates that the economic growth rate will accelerate to 3.43% this year.
Facing future opportunities and challenges, our management team is committed to ongoing pursuit of excellence. We will implement robust risk management and internal control mechanisms, bolster the Company’s operational capabilities, and enhance our business competitiveness. Prioritizing our customers’ needs and experiences, we will offer comprehensive financial services tailored to meet their diverse wealth management requirements. These efforts will fuel the Company’s growth, elevate operational performance, and ultimately, create maximum value for the Company and its 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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2023 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 22nd.
Converted retained earnings to paid-in
capital, capital stock a�er infusion Converted retained earnings to paid-in capital, capital stock a�er
amounted to NT$12.319 billion. 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 stocks in Conducted a capital reduc�on by cancelling treasury stocks in May. A�er the
February and May. The capital became NT$13.037 billion and capital reduc�on, the total share capital was around NT$13.723 billion; at that
NT$12.952 billion. �me business was terminated at Xindian Branch, bringing the number of branches
to 35. Business was terminated at Xinzhuang Branch in July, so that the number of
Converted earnings to paid-in capital in August, growing the capital
to NT$13.356 billion. 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
The branches in Tali, Yenping, and SanMin terminated opera�ons in 31, including the Head Office.
October , causing that the total number of branches reduced to
37(including our headquarters).
In August, a capitaliza�on of earnings was
The branch in Zhubei terminated opera�ons conducted. A�er an increase in capital,
in May, causing that the total number of the share capital was NT$13.98 billion. In
branches reduced to 36(including our September, the first cross-strait joint
headquarters). venture securi�es firm, Jin Yuan President
The Company transferred earnings to paid-in capital in August. The capital a�er capital Securi�es Corpora�on Limited, was officially opened.
increase was NT$13.904 billion.
2017 2020
In September, a capitaliza�on of
The capital of the earnings was conducted. A�er an
company remains at increase in capital, the share capital
NT$14.558 billion. was NT$14.558 billion. In November,
established Strategic Development
Commi�ee.
2023 2021
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2023 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
Risk Management
Information System Dept.
Committee
Audit Committee
Remuneration
Settlement & Clearing Dept.
Ethical Corporate Committee
Management Practice
Team
Auditing Office Financial Product Dept.
Strategic Development
Committee
Risk Control Office Proprietary Trading Dept.
Chairman of the Board
Fixed Income Dept.
President
Capital Market Dept.
Corporate Client Dept.
Assets & Liabilities
Management Committee
Quantitative Trading Dept.
President Office
Shareholder Services Dept.
Compliance Division
Wealth Management and
Trust Dept.
Brokerage Dept.
Global Institutional
Service Dept.
Offshore Securities Unit
Digital Business Department
E-Trade Department
Branches
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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 domestic and foreign equity warrants and conduct hedging strategies.
Launch structured products and conduct hedging strategies.
Trading of equity derivatives.
Issuance and hedging of Exchange Traded Notes (ETN) for index investments
Financial Future and spot trading strategy.
Products Stock market maker business.
Proprietary trading and strategy trading for convertible bonds
Proprietary trading for futures and options in Taiwan and other countries
Design and planning of new financial products and services.
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 Trade 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.
Trade overseas and domestic convertible bonds.
Provide debt capital market services for overseas and domestic issuers.
Fixed Income Provide financial market services and product to financial institutions, corporate clients, and high-net-worth
customers.
Provide customized structured products for clients.
Designed Bond Exchange-Traded Notes.
Securities-related spot foreign currency transaction business.
Execute foreign currency funding business between NTD and foreign currencies.
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 equity into
Capital Market publicly traded stocks.
(Underwriting) Underwrite domestic and foreign corporate 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 and financial advisory 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.
ETF arbitrage, market making, liquidity providing, hedging, and trading.
Quantitative
Spot and futures arbitrage and trading.
Trading
Structured products issuing and trading.
Spread and volatility arbitrage of domestic and foreign futures/options products.
Convertible Bond Asset SWAP business.
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 consulting or selling services such as wealth management product asset allocation and financial planning.
Provide a variety of trading services and products for wealth management, including domestic and overseas funds,
foreign bonds, structured products, and bonds with repurchasing agreements.
Wealth Conduct asset allocation for customers through trusts.
Management & Negotiable securities trust lending business.
Trust
Employee stock ownership trust business.
Settlement operations.
Engage in the wealth management business for high asset clients.
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6
2023 Annual Report
II. Directors’, Supervisors’ and Managers’ Information
A. Directors
1. Information Regarding Directors
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April 29, 2024
Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender/age (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 2021.7.20 2024.7.19 2000.6.8 40,628,089 2.79 42,253,212 2.90 0 0 0 0 NA NA NA NA NA
Co., Ltd.
1. National Taiwan University of Sport 1. PSC: Member of Strategic
Development Committee
2. Vice Chairman and President of President
Securities Corporation 2. Other Company:
3. Chairman of President Futures Corp. • Chairman:
Chairman 4. Director of Taiwan Futures Exchange Richness Cereal Trading Co., Ltd.
Republic of China Lin, Kuan-Delegate: 2021.7.20 61~70M/ 2024.7.19 2018.6.21 3,100,000 0.21 3,224,000 0.22 1,100,000 0.07 0 0 5. Chairman of Richness Cereal Trading Co., Ltd. • Director:President Futures Corp., Taiwan NA NA NA
Chen 6. Director and President of Fonmau Cereal Futures Exchange, Q-WARE Systems & Services Corp., President
Industrial Co., Ltd. Securities (HK) Ltd., President Wealth
7. Director of Q-WARE Systems & Services Management (HK) Ltd., Jin Yuan
Corp. President Securities Ltd.
8. Director of President Securities Corporation • 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/age (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 2021.7.20 2024.7.19 2000.6.8 40,628,089 2.79 42,253,212 2.90 0 0 0 0 NA NA NA NA NA
Co., Ltd.
1. Ph.D. in Finance, National Chung Hsing 1. PSC: Member of Strategic
University, R.O.C. Development Committee
2. MBA of National Taiwan University, 2. Other Company:
R.O.C.
• Senior Vice President:
3. Manager of President International
Development Corp. Uni-President Enterprises Corp.
4. Manager of Uni-President Enterprises • President:
Corp., Treasury Division Champ Green (Shanghai) Consulting
5. Vice President of Uni-President Enterprises Co., Ltd.
Corp., Business Integration Division • Chairman:
6. Director of President Securities Corporation United Advisor Venture Management
7. Director of President International Ltd.
Development Corp. • Director:
8. Director of Presco Netmarketing, Inc. President International Development
9. Director of Kuang Chuan Dairy Co., Ltd. Corp., Presco Netmarketing, Inc.,
Kuang Chuan Dairy Co., Ltd., Kuang
10. Director of Kuang Chuan Foods Ltd.
Chuan Foods Ltd., Tait Marketing
11. Director of Tait Marketing & Distribution & Distribution Co., Ltd., Presicarre
Director Co., Ltd. Co., Changhua County Chang Chun-
Republic of China Liu, Tsung-Delegate:Yi 2021.7.20 51~60M/ 2024.7.19 2015.6.18 0 0 0 0 0 0 0 0 12. Director of Changhua County Chang Chun-Ya Private Social Welfare Charity Foundation Ya Private Social Welfare Charity Foundation, Yantai North Andre Juice Co., Ltd., Champ Green Capital NA NA NA
13. Director of Yantai North Andre Juice Co., Limited, PAYUNi Co., Ltd., Shanghai
Ltd. Shunfeng Restaurant Group Co., Ltd.,
14. Director of Champ Green Capital Limited Huasui Tomato Investment Company,
Woongjin Foods Co., Ltd., Daeyoung
15. Director of SMS Capital Management Ltd. Foods Co., Ltd., Uni-President (Korea)
16. Director of SMS Investment Management Co., Ltd.
Co., Ltd.
17. Director of SMS Capital Co., Ltd.
18. Director of Shanghai Shunfeng Restaurant
Group Co., Ltd.
19. Director of Huasui Tomato Investment
Company
20. Director of Woongjin Foods Co., Ltd.
21. Director of Daeyoung Foods Co., Ltd.
22. Director of Uni-President (Korea) Co., Ltd.
23. President of Champ Green (Shanghai)
Consulting Co., Ltd.
24. 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/age (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: Member of Strategic
Development Committee
2. CFO of Uni-President Enterprises Corp.
2. Other Company:
3. CFO of Uni-President China Holdings Ltd.
• Senior Vice President:
4. Director of President Securities Corporation
Uni-President Enterprises Corp.
5. Director of Uni-President China Holdings Ltd. • Director:
Uni-President China Holdings
Ltd. , President Enterprises (China)
Republic of China Chen, Kuo-Delegate: 2021.7.20 51~60M/ 2024.7.19 2017.11.3 0 0 0 0 0 0 0 0 Investment Co., Ltd.Hong Kong Holdings Limited,President (Vietnam) Co., Ltd., , Uni-President Uni- NA NA NA
Hui President International Development
Corp. , Uni-President (Singapore) Pte.
Ltd., Presicarre Co.
• 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.
1. M.S., Dept. of Business Administration, 1. PSC: NA
National Cheng Kung University
2. Other Company: NA
2. Vice President of ScinoPharm Taiwan Ltd.
(Administraion Center )
Director
Delegate: 3. Vice President of President International
Republic of China Hung, Hui-Hsieh 2021.7.20 61~70F/ 2024.7.19 2001.3.21 55,660 0 57,886 0 18,607 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 Corporation
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. • President :
ScinoPharm Taiwan, Ltd.
3. Assistant Manager of Taiwan International
Securities Corporation • Director:
4. Division Head of Treasury Division, Uni- President Transnet Corp.
Republic of Delegate: 2021.7.20 F/ 2024.7.19 2015.6.18 0 0 0 0 0 0 0 0 President Enterprises Corp. • Supervisor : NA NA NA
China Lu, Li-An 51~60 5. Director of President Transnet Corp., Tong Kuan Enterprise Co., Ltd.
President Collect Service Corp. • Supervisor :
6. Supervisor of Tong Kuan Enterprise Co., Taiwan Bio Industry Organization.
Ltd.
7. Director of President Securities Corporation
9
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender/age (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.
Republic of China Delegate: Chen, 2021.7.20 41~50F/ 2024.7.19 2019.6.18 0 0 0 0 0 0 0 0 3. Director of President Securities Corporation • Management Division Vice President:President Tokyo Corp. NA NA NA
Ching-Yi 4. Finance Deputy Manager of Apacer President Tokyo Auto Leasing Corp.
Technology Inc.
5. Treasury Division Manager of Uni-
President Enterprises Corp.
Director
1. University of Dallas Master of Business 1. PSC: NA
Administration
2. Other Company:
2. Director of President Securities Corporation
Republic of China Delegate: Chen, 2021.7.20 41~50F/ 2024.7.19 2019.6.18 0 0 0 0 0 0 0 0 3. Financial Planning Division Manager of Uni-President Enterprises Corp. • Financial Planning Division Manager:Uni-President Enterprises Corp. NA NA NA
Yi-Ling
Canking
Investment 2021.7.20 2024.7.19 1988.11.26 17,257,228 1.18 17,947,517 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.
Republic of China Teng, Wen-Delegate: 2021.7.20 51~60F/ 2024.7.19 2018.6.21 2,367,084 0.16 2,461,767 0.16 0 0 0 0 5. Assistant professor of National Taipei Education NA NA NA
Hwi University of Education
6. Chairman of Canking Investment Co., Ltd.
7. Director of President Securities Corporation
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender/age (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
Hui Tung
Investment 2021.7.20 2024.7.19 1994.10.29 10,403,534 0.71 10,819,675 0.74 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 Hui Tung Enterprise
Corp. • Chairman:
Chieforce Corp.
3. Director of HHB Geriatric Healthcare Corp. • Vice Chairman:
Director 4. Director of Hui Tung Investment Co., Ltd. Hui Tung Enterprise Corp.
Republic of China Delegate: Lee, Chi- 2021.7.20 41~50M/ 2024.7.19 2018.6.21 0 0 0 0 0 0 0 0 5. Director of Japan Asia Specialities Co., Ltd.6. Director of President Securities Corporation • Director:Hui Tung Investment Co., Ltd. , HHB NA NA NA
Ming Geriatric Healthcare Corp. , Japan
Asia Specialities Co., Ltd., Zhao
Tung Corp., Chao Tung Corp., Union
Chinese Corp., Point Deco Co., Ltd.,
Huai Ren International Co., Ltd.
• Supervisor:
Chang Kun Housing Corp.
Chang Kun Ivesting Corp.
Leg Horn
Investment 2021.7.20 2024.7.19 1988.11.26 12,656,178 0.86 13,162,425 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- 2021.7.20 71~80F/ 2024.7.19 1990.3.30 1,209,383 0.08 1,257,758 0.08 0 0 0 0 Investment Co., Ltd. • Accounting Manager:Leg Horn Investment Co., Ltd. NA NA NA
Chen 3. Director of Leg Horn Investment Co., Ltd.
4. Director of President Securities Corporation
Ta Le
Investment
2021.7.20 2024.7.19 2000.6.8 7,316,067 0.50 4,850,749 0.33 0 0 0 0 NA NA NA NA NA
Holding
Co., Ltd.
1. J.D., University of Berkeley 1. PSC: NA
2. Chairman of Ta Le Investment Holding 2. Other Company:
Co., Ltd
• Chairman:
Director 3. Chairman of Litz’s Enterprise Ltd Ta Le Investment Holding Co., Ltd.,
Republic of China Delegate: Lee, Yee- 2022.7.1 61~70M/ 2024.7.19 2022.7.1 0 0 0 0 0 0 0 0 4. Director of Lian Teh Iindustrial Development Foundation • Director:Litz’s Enterprise Ltd. NA NA NA
Ching 5. President of Uni-President Asset Lian Teh Iindustrial Development
Management Corp. Foundation
6. President of President Capital Management
Corp.
7. Vice President of President Securities
Corporation
11
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender/age (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
China F.R.P
2021.7.20 2024.7.19 1994.10.29 10,200,000 0.70 10,400,000 0.71 0 0 0 0 NA NA NA NA NA
Corp.
1. Ming Chuan University 1. PSC: NA
2. Accounting Deputy Manager, Auditing 2. Other Company:
Director Manager of Eternal Materials Co., Ltd.
Republic of China Lee, Shu-Delegate: 2021.7.20 71~80F/ 2024.7.19 2015.6.18 0 0 5,000 0 0 0 0 0 3. Director of President Securities Corporation • Consultant: China F.R.P Corporation NA NA NA
Fen • Employee:
Kao Ying-Shih Chinese Culture
Collection Educational Foundation of
Kaohsiung.
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.
Director Republic of China Duh, Bor-Tsang 2021.7.20 61~70M/ 2024.7.19 2012.6.22 4,273,744 0.29 4,444,693 0.30 2,334,693 0.16 0 0 4. Chairman of My-Semi Inc. • Director: NA NA NA
5. Director of President Securities Corporation Midori 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.
1. The University of California Irvine Paul 1. PSC: NA
Merage School of Business, MBA
2. Other Company:
2. Supervisor of Grown Field Co., Ltd.
• Chairman:
Director Republic of China Tzong-Lee, 2021.7.20 51~60M/ 2024.7.19 2021.7.20 836,911 0.05 870,387 0.05 0 0 0 0 3. Chairman of Fu Huey Inc 4. Director of Teh Long Warehousing & • Director:Fu Huey Inc NA NA NA
Shiun Stevedoring Co., Ltd.
Teh Long Warehousing & Stevedoring
Co., Ltd.
• Supervisor:
Grown Field Co., Ltd.
1. Golden Gate University, MBA in Finance 1. PSC: NA
2. Chairman of United Investment Ptd. Ltd. 2. Other Company:
3. Vice President of Tainan Spinning Co., Ltd. • Chairman:
United Investment Pte. Ltd., United
4. Director of President Securities Corporation Investment Pte. Ltd.(Taipei)
5. President of T.S. Retail and Distribution • Director and President:
Director Republic of China Jing-YauJuang, 2021.7.20 51~60M/ 2024.7.19 2018.6.21 3,060 0 3,182 0 0 0 0 0 Co. Ltd. • Director: T.S. Retail and Distribution Co. Ltd. NA NA NA
Q-Ware Systems & Services Corp.,
Eten Technologies Inc., NANTEX
Industry Co., Ltd., Nan Fan
Development Co., Ltd., Nan Fan
Housing Co., Ltd., Universal Venture
Capital Investment Corp.
• Vice President:
Tainan Spinning Co., Ltd.
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender/age (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, George Washington University 1. PSC: Member of Audit Committee
/ Remuneration Committee / Risk
2. Department of Finance, Shih Hsin Management Committee / Strategic
University Associate Professor / Assistant Development Committee / Supervisory
Professor personnel of Trust
3. Independent Director of President Securities 2. Other Company:
Independent Director Republic of China Yann-PingLiang, 2021.7.20 51~60F/ 2024.7.19 2015.6.18 0 0 0 0 0 0 0 0 4. Vice President of Hua Nan Investment Corporation • Associate Professor: NA NA NA
Trust Shih Hsin University
5. Vice President of Polaris Securities • Member of Self-disciplinary
Investment Trust Committee:
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 / Strategic
Development Corporation Development Committee
3. Chariman of The First Leasing Corp. 2. Other Company:
4. Chairman of Bo-Meng Investment Co., Ltd. • Vice Chairman:
5. Independent Director of President Securities China Petrochemical Development
Independent Republic of Pai, Chun- 2021.7.20 M/ 2024.7.19 2018.6.21 0 0 0 0 0 0 0 0 Corporation Corporation NA NA NA
Director China Nan 71~80 6. Independent Director of Megaforce • Director:
Company Ltd. Wei Lih Food Industrial Co., Ltd., BES
7. Director of Core Pacific City Company Ltd. Engineering Corp, Feida Intelligent
Technology Co., Ltd.
8. Director of Taivex Therapeutics
Corporation
9. Director of Wei Lih Food Industrial Co.,
Ltd.
1. The University of Iowa, MBA 1. PSC: Member of Audit Committee
/ Remuneration Committee / Risk
2. Assistant Vice President of BNP Paribas Management Committee / Strategic
Taiwan Development Committee
3. Executive Director of Goldman Sachs 2. Other Company:
(Asia)
• Partner:
4. Director of SG Warburg Securities Ltd. FCC Partners (TAIPEI) INC., Oasis
Taiwan New Energy Inc.
5. Vice Chairman of ABN AMRO Bank, • Supervisor:
Taipei Branch
Zhi Nong Green Power Investment
Independent Republic of Song, 2021.7.20 M/ 2024.7.19 2018.6.21 0 0 0 0 0 0 0 0 6. Managing Director of CIMB Securities, Taiwan Co., Ltd. NA NA NA
Director China Yung-Fong 61~70
7. CIO and Executive Vice President of
Chunghwa Telecom Co., Ltd.
8. Director of Chunghwa Investment
Company
9. President of Chunghwa Investment
Company
10. Managing Director of Deutsche Bank
Taiwan
11. Independent Director of President Securities
Corp.
13
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender/age (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. Department of Economics, Soochow 1. PSC: Member of Audit Committee
University / Remuneration Committee / Risk
Management Committee / Strategic
2. Independent Director of Himax Development Committee / Supervisory
Technologies, Inc. personnel of Trust / Offshore Structured
Independent Director Republic of China Horng, Yuan- 2021.7.20 71~80M/ 2024.7.19 2018.6.21 0 0 0 0 0 0 0 0 3. Vice President of Finance Division of China Steel Corporation 2. Other Company:Products review team NA NA NA
Chuan 4. Chairman of Gains Investment Corp. • Independent Director:
5. Director of Kaohsiung Rapid Transit Himax Technologies, Inc.
Corporation
6. Independent Director of President Securities
Corporation
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Note: The percentages of shares are calculated based on PSC’s capital: 1,455,831,343 shares
2. Major Shareholders of PSCʹs Institutional Shareholders
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April 29, 2024
PSC's Institutional
Major Shareholders of PSC's Institutional Shareholders (Holding Percentage) (Note2)
Shareholders (Note1)
Leg Horn Investment Co.,
Chang, Pin-Tang (45.55%), Chang, Benjamin Pin-Yen (49.75%)
Ltd.
Hui Tung Investment Co.,
Lee, Tong-Liang (44.88%), Hsu, Jui-Chung (15%), Lee, Pei-Shan (12.44%), Lee, Chi-Hung (12.44%), Lee, Chi-Ming (12.44%)
Ltd.
Ta Le Investment Holding Ou Yang, Li-Chen (26.54%), Lee, Chia-Rong (7.69%), Lee, Yee-Ching(55.78%), Kao, Kuo-Lun(3.08%), Lee, Agnes(1%), Lee, Alexander (3.15%), Kao, Fu-
Co., Ltd. Ting(0.92%), Kao, Fu-Yu(0.92%), Kao, Fu-Cheng (0.92%)
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%)
Kao, Ying-Shih (21.26%), Jia Cheng Enterprise Ltd.(18.95%), Kao, Kuo-Lun(13.42%), Strong Team International Inc.(8.89%), Lee, Chia-Rong (6.39%), Di Yi
China F.R.P Corp.
Internation Enterprise Inc. (4.09%), Kao, Fu-Cheng(3.64%), Kao, Fu-Ting(2.8%), Kao, Fu-Yu(2.7%), Yang, Chin-Lan(2.27%)
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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
April 29, 2024
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Institutional Shareholders Major Shareholders of the Institutional Shareholders (Holding Percentage) (Note)
Kao Chyuan Inv. Co., Ltd. (5.00%), Cathay Life Insurance Co.,Ltd. (4.52%), BNP Paribas - Hong Kong Branch (3.02%), Hou, Po-Ming (2.60%), Hou, Po-Yu
Uni-President Enterprises
(2.27%), Chunghwa Post Co., Ltd.(1.91%), Labor Pension Fund-New Scheme (1.83%), Goverment of Singapore (1.68%), Kao, Shiow-Ling (1.64%), Labor
Corp.
Pension Fund Supervisory Committee-Labor Retirement Fund (1.44%)
Jia Cheng Enterprise Ltd. Kao, Fu-Ting (1.89%), Kao, Kuo-Lun (13.85%), Lee, Chia-Rong (13.79%), New Genius Ltd (61.65%), Phuket Investments Limited (8.82%)
Strong Team International
Kao, Kuo-Lun (40.52%), Lee, Chia-Rong (37.48%), Jia Cheng Enterprise Ltd. (19.55%), Chen, Chen-Ju (0.01%), Lai, Jia-Huei (2.44%)
Inc.
Di Yi Internation Enterprise
Kao, Kuo-Lun (20.60%), Lee, Chia-Rong (79.40%)
Inc.
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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
(1) Information disclosure for the professional qualification of Directors and independence of Independent Directors:
| Criteria Name |
Professional Qualifcation Requirements and Work Experience | Independence Disclosure | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director |
|---|---|---|---|
| Lin, Kuan-Chen Delegate of Kai Nan Investment Co., Ltd. |
I have over 5 years of working experience and professional business management expertise; I graduated from National Taiwan University of Sport. I possess extensive working experience in securities dealers; I held positions as the Vice Chairman and President of President Securities Corporation; currently, I am the representative of Kai Nan Investment Co., Ltd., the corporate chairman of the Company, and the Company's Chairman. I do not meet any of the conditions defned in Article 30 of the Company Act. |
Apart from Notes 1(2), (3), (7), (8), and (12), Director is the Chairman of the Company, Chairman of Richness Cereal Trading Co, President of Fonmau Cereal Industrial Co., Ltd., Director of President Futures Corp., one of the top ten natural person shareholder of the Company, and the representative of the corporate shareholder of the Company as stated in Article 27, the Director complies with the specifcations of independence in Note 1. |
0 |
| Liu, Tsung-Yi Delegate of Kai Nan Investment Co., Ltd. |
I have over 20 years of working experience and professional knowledge in fnance and accounting.I hold a Ph.D. in Finance from National Chung Hsing University, R.O.C. In addition to my academic background, I have extensive experience in fnance and business, including serving as Senior Vice President at Uni-President Enterprises Corp. Currently, I serve as a Director of several companies, including President International Development Corp., Presco Netmarketing, Inc., Kuang Chuan Dairy Co., Ltd., and Kuang Chuan Foods Ltd. I am also the representative of Kai Nan Investment Co., Ltd., the Company's corporate Director. I do not meet any of the conditions defned in Article 30 of the Company Act. |
Apart from Notes 1(2), (5), and (12), is the Director of the Company, hold position in the Uni-President Enterprises Corporation, a corporate shareholder holding over 5% of the Company's issued shares, and the representative of the corporate shareholder of the Company as stated in Article 27, the Director complies with the specifcations of independence in Note 1. |
0 |
| Chen, Kuo-Hui Delegate of Kai Nan Investment Co., Ltd. |
I have over 10 years of working experience and professional business management expertise; I graduated with an MBA from the University of Strathclyde, possessing extensive working experience in fnancial management. I held the position as the CFO of Uni-President China Holdings Ltd. Currently, I am the Director of Uni-President China Holdings Ltd. and President International Development Corp., and am the representative of Kai Nan Investment Co., Ltd., the Company's corporate Director. I do not meet any of the conditions defned in Article 30 of the Company Act. |
Apart from Notes 1(2), (5), and (12), is the Director of the Company, hold position in the Uni-President Enterprises Corporation, a corporate shareholder holding over 5% of the Company's issued shares, and the representative of the corporate shareholder of the Company as stated in Article 27, the Director complies with the specifcations of independence in Note 1. |
0 |
| Hsieh Hung, Hui-Tzu Delegate of Kai Nan Investment Co., Ltd. |
I have over fve years of working experience and professional business management (business, legal, and fnancial and accounting) expertise; I graduated with the M.S., Dept. of Business Administration, National Cheng Kung University. I possess extensive business management (business, legal, fnancial and accounting) working experience; I held positions as the Vice President of ScinoPharm Taiwan Ltd.(Administration Center), Vice President of President International Development Corp. (F&A Divison), Chief Audit Ofcer of President Chain Store Corp., Director of President Securities Corporation, and Chief of CSR/Assistant Vice President for projects of President Chain Store Corp., and retired in 2023/7/1. Currently,I am the representative of Kai Nan Investment Co., Ltd., the Company's corporate Director. I do not meet any of the conditions defned in Article 30 of the Company Act. |
Apart from Notes 1(2), and (12), is the Director of the Company, and the representative of the corporate shareholder of the Company as stated in Article 27, the Director complies with the specifcations of independence in Note 1. |
0 |
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Number of Other
Criteria Public Companies in
Which the Individual
Professional Qualification Requirements and Work Experience Independence Disclosure
is Concurrently
Name Serving as an
Independent Director
I have over 20 years of working experience and professional financial and accounting as well as legal expertise; I
possess the Master of Business Administration/Institute of Financial Management, National Sun Yat-sen University. I Apart from Notes 1(2), (5), and (12), is the Director of the Company, hold position in
possess extensive working experience in financial and accounting as well as business; I held the position as the chief the Uni-President Enterprises Corporation, a corporate shareholder holding over 5%
Lu, Li-An Delegate of Kai Nan of finance of Uni-President Enterprises Corp. Currently, I am the President of ScinoPharm Taiwan Ltd., Director of of the Company's issued shares, and the representative of the corporate shareholder of 0
Investment Co., Ltd.
President Transnet Corp., and Supervisor of Tong Kuan Enterprise Co., Ltd., and am the representative of Kai Nan the Company as stated in Article 27, the Director complies with the specifications of
Investment Co., Ltd., the Company's corporate Director. I do not meet any of the conditions defined in Article 30 of independence in Note 1.
the Company Act.
I graduated from Fu Jen Catholic University with a bachelor's degree in Economics; I have over 20 years of
experience in traditional industries and electronic industries, and possess professional financial and accounting Apart from Notes 1(2), (5), and (12), is the Director of the Company, hold position in
the Uni-President Enterprises Corporation, a corporate shareholder holding over 5%
Chen, Ching-Yi Delegate of Kai expertise for business management; I held positions as the Finance Deputy Manager of Apacer Technology Inc. and of the Company's issued shares, and the representative of the corporate shareholder of 0
Nan Investment Co., Ltd. Director of PK Venture Capital Corp.; currently, I am the Management Division Vice President of President Tokyo the Company as stated in Article 27, the Director complies with the specifications of
Corp., and the representative of Kai Nan Investment Co., Ltd., the Company's corporate Director. I do not meet any of
the conditions defined in Article 30 of the Company Act. independence in Note 1.
I have over five years of working experience and professional business, legal, and accounting expertise; I graduated Apart from Notes 1(2), (5), and (12), is the Director of the Company, hold position in
from the University of Dallas Master of Business Administration, and am a professional practitioner holding the the Uni-President Enterprises Corporation, a corporate shareholder holding over 5%
Chen, Yi-Ling Delegate of Kai CPA certificate of the Republic of China. Currently, I am the Financial Planning Division Manager of Uni-President of the Company's issued shares, and the representative of the corporate shareholder of 0
Nan Investment Co., Ltd.
Enterprises Corp., and the representative of Kai Nan Investment Co., Ltd., the Company's corporate Director. I do not the Company as stated in Article 27, the Director complies with the specifications of
meet any of the conditions defined in Article 30 of the Company Act. independence in Note 1.
I have over 10 years of working experience and professional business management, commercial law, and accounting
Apart from Notes 1(2), (3), and (12), is the Director of the Company, one of the top
expertise; I graduated with a Ph.D. from the University of San Francisco; I held the position as a lecturer at the
Teng, Wen-Hwi Delegate of National Taipei University of Education, and have extensive working experience in business management; currently, ten natural person shareholder of the Company, and the representative of the corporate 0
Canking Investment Co., Ltd. shareholder of the Company as stated in Article 27, the Director complies with the
I am the Chairman of Canking Investment Co., Ltd., and am the representative of Canking Investment Co., Ltd., the specifications of independence in Note 1.
Company's corporate Director. I do not meet any of the conditions defined in Article 30 of the Company Act.
I have over five years of working experience and professional business expertise; I graduated from the Department of
International Business of Soochow University. I have extensive working experience in business. Currently, I am the
Apart from Notes 1(2) and (12), is the Director of the Company and the representative of the
Lee, Chi-Ming Delegate of Hui Vice Chairman of Hui Tung Enterprise Corp., Director of Hui Tung Investment Co., Ltd., Director of HHB Geriatric corporate shareholder of the Company as stated in Article 27, the Director complies with the 0
Tung Investment Co., Ltd. Healthcare Corp., and Director of Japan Asia Specialities Co., Ltd., and am the representative of Hui Tung Investment specifications of independence in Note 1.
Co., Ltd., the Company's corporate Director. I do not meet any of the conditions defined in Article 30 of the Company
Act.
I have over five years of working experience and professional accounting expertise; I graduated from BBA in
Business Administration, Soochow University and have extensive working experience in accounting; I held the Apart from Notes 1(2) and (12), is the Director of the Company and the representative of the
Chang, Ming-Chen Delegate of position as the Accounting Manager of Leg Horn Investment Co., Ltd.; currently, I am the Director of President corporate shareholder of the Company as stated in Article 27, the Director complies with the 0
Leg Horn Investment Co., Ltd.
Securities Corporation, and am the representative of Leg Horn Investment Co., Ltd., the Company's corporate specifications of independence in Note 1.
Director.Not been a person of any conditions defined in Article 30 of the Company Act.
I have over 20 years of working experience and professional management expertise; I hold a J.D in Law. from the
Apart from Notes 1(2) and (12), is the Director of the Company and the representative of the
Lee, Yee-Ching Delegate of Ta University of Berkeley. Currently, I serve as the Chairman of Ta Le Investment Holding Co., Ltd., and I am also the corporate shareholder of the Company as stated in Article 27, the Director complies with the 0
Le Investment Holding Co., Ltd. representative of Ta Le Investment Holding Co., Ltd., the Company's corporate Director. I do not meet any of the specifications of independence in Note 1.
conditions defined in Article 30 of the Company Act.
I have over five years of working experience and professional financial, accounting, and business expertise; I
graduated from Ming Chuan University. I possess extensive working experience in financial, accounting, and
Apart from Notes 1(2) and (12), is the Director of the Company and the representative of the
Lee, Shu-Fen Delegate of China business; I held positions as the Accounting Deputy Manager of Eternal Materials Co., Auditing Manager of Eternal corporate shareholder of the Company as stated in Article 27, the Director complies with the 0
F.R.P Corp. Materials Co., Ltd., and Director of President Securities Corporation. Currently, I am the Consultant of China F.R.P. specifications of independence in Note 1.
Corporation, and am the representative of China F.R.P Corp, the Company's corporate Director. I do not meet any of
the conditions defined in Article 30 of the Company Act.
I have over five years of working experience, and have professional business management expertise; I graduated
with a Master of Business Administration at the University of Dallas, and possess extensive working experience in
Apart from Notes 1(2) and (3), is the Director of the Company, one of the top ten natural
Duh, Bor-Tsang business management; I held positions as the Director of Shin Lin Investment Inc., Morioka Investment Inc., and person shareholder of the Company, the Director complies with the specifications of 0
Lillian Investment Co., Ltd. Currently, I am the Chairman of Shun Fu Tai Industrial Co., Ltd. and Yao-Jun Technology
independence in Note 1.
Inc., as well as the Director of My-Semi Inc., Midori Inc., and NANTEX Industry Co., Ltd., and the Director of the
Company. I do not meet any of the conditions defined in Article 30 of the Company Act.
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Number of Other
Criteria Public Companies in
Which the Individual
Professional Qualification Requirements and Work Experience Independence Disclosure
is Concurrently
Name Serving as an
Independent Director
I have over five years of working experience, and have professional business management expertise; I graduated from
The University of California Irvine Paul Merage School of Business with an MBA, and possess extensive working
Lee, Tzong-Shiun experience in business management; I held positions as a supervisor in Grown Field Co., Ltd. and the Director of Teh Apart from Notes 1(2) is the Director of the Company, the Director complies with the specifications of independence in Note 1. 0
Long Warehousing & Stevedoring Co., Ltd. Currently, I am the Chairman of Fu Huey Inc., and the Director of the
Company. I do not meet any of the conditions defined in Article 30 of the Company Act.
I have over five years of working experience and professional financial expertise; I graduated from Golden Gate
University in Finance with an MBA, and possesses extensive working experience in finance; I held positions as the
Juang, Jing-Yau Chief of Finance at Tainan Spinning Co., Ltd., and the Director of NANTEX Industry Co., Ltd. and Nan Fan Housing Apart from Notes 1(2) is the Director of the Company, the Director complies with the specifications of independence in Note 1. 0
Co., Ltd. Currently, I am the Director and President of T.S. Retail and Distribution Co., and the Director of the
Company. I do not meet any of the conditions defined in Article 30 of the Company Act.
1. The Director, its spouse, or its relatives within the second degree of kinship not being a
I have over five years of working experience and professional financial and economics, as well as accounting Director, supervisor, or employee of the Company or its affiliates.
expertise; I graduated from the George Washington University with an MBA, and possess extensive working 2. The Director, its spouse, or its relatives within (or under other's names) the second degree
experience in financial practices; I held positions as the Vice President of Hua Nan Investment Trust and Vice of kinship has no shareholding in the Company.
Liang, Yann-Ping President of Polaris Securities Investment Trust; currently, I am the Associate Professor of Department of Finance 3. Not being a director, supervisor, or employee of any company with particular relationships 0
at Shih Hsin University, Independent Director of President Securities Corporation, and a member of the Audit with the Company.
Committee, Remuneration Committee, and Risk Management Committee. I do not meet any of the conditions defined 4. The compensation received from providing business, legal, financial, and accounting
in Article 30 of the Company Act. services to the Company or its affiliates for the past two years was NT$0.
5. According to the above, I complied with the independence criteria.
1. The Director, its spouse, or its relatives within the second degree of kinship not being a
I graduated from the Institute of Economics at National Taiwan University and hold a Ph.D. in Law from the Chinese Director, supervisor, or employee of the Company or its affiliates.
Culture University; I have provided services in public and private enterprises for over 40 years and hold teaching 2. The Director, its spouse, or its relatives within (or under other's names) the second degree
position at National Taiwan University, National Taiwan Normal University, Soochow University, and Fu Jen of kinship has no shareholding in the Company.
Pai, Chun-Nan University for teaching financial and economic courses. Currently, I am the Vice Chairman of China Petrochemical 3. Not being a director, supervisor, or employee of any company with particular relationships 0
Development Corporation, the Company's Independent Director , and a member of the Audit Committee, with the Company.
Remuneration Committee, and Risk Management Committee (also the convenor). I do not meet any of the conditions 4. No compensation received from providing business, legal, financial, and accounting
defined in Article 30 of the Company Act. services to the Company or its affiliates for the past two years.
5. According to the above, I complied with the independence criteria.
1. The Director, its spouse, or its relatives within the second degree of kinship not being a
I have over 30 years of working experience and professional business management, business, legal, and accounting Director, supervisor, or employee of the Company or its affiliates.
expertise; I graduated from The University of Iowa; after graduating with MBA, I held management positions in 2. The Director, its spouse, or its relatives within (or under other's names) the second degree
major investment banks or foreign-invested banks worldwide, such as holding positions as Vice President, Managing of kinship has no shareholding in the Company.
Song, Yung-Fong Director, and Executive Director at BNP Paribas Taiwan, Goldman Sachs (Asia), SG Warburg Securities Ltd. Taiwan, 3. Not being a director, supervisor, or employee of any company with particular relationships 0
Deutsche Bank Taiwan, ABN AMRO Bank (Taipei Branch), and CIMB Securities, Taiwan, and became the CIO with the Company.
and Executive Vice President of Chunghwa Telecom Co., Ltd. in 2017. Currently, I am the Company's Independent 4. The compensation received from providing business, legal, financial, and accounting
Director and a member of the Audit Committee, Remuneration Committee, and Risk Management Committee. I do services to the Company or its affiliates for the past two years was not more than half a
not meet any of the conditions defined in Article 30 of the Company Act. million.
5. According to the above, I complied with the independence criteria.
1. The Director, its spouse, or its relatives within the second degree of kinship not being a
Director, supervisor, or employee of the Company or its affiliates.
I have over five years of working experience in finance and accounting; I graduated from the Department of 2. The Director, its spouse, or its relatives within (or under other's names) the second degree
Economics, Soochow University; currently, I am the Independent Director of Himax Technologies, Inc.; I held of kinship has no shareholding in the Company.
Horng, Yuan-Chuan positions as the Vice President of Finance Division of China Steel Corporation and Chairman of Gains Investment 3. Not being a director, supervisor, or employee of any company with particular relationships 1
Corp.; I am the Company's Independent Director, and a member of the Audit Committee, Remuneration Committee, with the Company.
and Risk Management Committee. I do not meet any of the conditions defined in Article 30 of the Company Act. 4. Not provided business, financial, and accounting services to the Company or its affiliates
for the past two years. The compensation was NT$0.
5. According to the above, I complied with the independence criteria.
----- End of picture text -----
Note1: The independence criteria are as follows:
-
Not an employee of the Company or any of its affiliates.
-
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).
-
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.
-
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.
-
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).
-
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.)
-
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.)
-
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.)
-
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.
-
Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.
-
Not been a person of any conditions defined in Article 30 of the Company Act.
-
Not a governmental, juridical person or its representative as defined in Article 27 of the Company Act.
(2) Diversity and independence of the Boardof the Board:
Diversity of the Board:
In order to increase the effectiveness of the Board of Directors and facilitate the healthy growth of its composition and structure, our Company has implemented a diversification policy in line with “Corporate Governance Best Practice Principles.”Abiding by article 20 of our Principles for Corporate Governance, in respect of the Company’s business development needs, and shareholders’ shareholding and practical operational needs, Propose an appropriate diversification policy that includes the following two dimensions to ensure that our Company’s directors achieve specific management objectives in terms of professionalism and diversity:
(1) Basic Conditions and Values: Gender, age, etc.
- (2) Professional Knowledge and Skills: This section should include information about professional background, such as law, accounting, industry, finance, marketing or technology. It should also highlight professional skills and industry experience.
Currently, there are 19 Directors in the Company, including 4 independent Directors, backgrounds in finance, accounting, business administration, law, and investment, as well as rich industry experience in securities and futures, mutual funds, food, retail, trade, warehousing, technology, chemicals, optoelectronics. The 4 independent directors accounting for 21% of total Directors, there’s 3 with a term of 4-6 years, and 1 with a term of 7-9 years, adhering to the target of proportion 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. In the current term, there are 8 female Directors, including 1 Independent Director, stand for 42% of total board membership.
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Age Comprehensive Abilities
1. 2. 3. 4. 5. 6. 7. 8. 9.
Professional Background
Name Gender Below More (Educational & Diverse Industry Experience Operational Accoutning Operating Crisis Industrial International Leadership Decision- Risk
30~49 Judgement & Financial Management Management Knowledge Points of View making Management
30 than 50 Experience)
Analysis Ability Konwledge &
Ability
Lin, Kuan-Chen M ✓ Sports, Investment Commodities, Securities and Futures ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Liu, Tsung-Yi M ✓ Financial Management FMCG, Mergers and Acquisitions ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
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----- Start of picture text -----
Age Comprehensive Abilities
1. 2. 3. 4. 5. 6. 7. 8. 9.
Professional Background
Name Gender Below More (Educational & Diverse Industry Experience Operational Accoutning Operating Crisis Industrial International Leadership Decision- Risk
30~49 Judgement & Financial Management Management Knowledge Points of View making Management
30 than 50 Experience)
Analysis Ability Konwledge &
Ability
Financial Management
Chen, Kuo-Hui M ✓ ,Business Administration, Food, Investment ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Investment
Hsieh Hung, Hui-Tzu F ✓ Business Administration Retail, Biological Technology ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Business Management,
Lu, Li-An F ✓ Financial & Investment Finanace, Food, Pharmacy ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Management
Chen, Ching-Yi F ✓ Economic, Finance Venture Capital, Electronic Technology, Food ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Chen, Yi-Ling F ✓ Accounting, Food ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Management
Business Administration,
Teng, Wen-Hwi F ✓ Education, University Faculty, Trade, Investment ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Investment
Lee, Chi-Ming M ✓ International Trade Wholesale, Trade, Construction, ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Investment
Chang, Ming-Chen F ✓ Accounting, Investment ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Management
Lee, Yee-Ching M ✓ J.D. President of Investment Trust ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Lee, Shu-Fen F ✓ Financial Management Material Industry ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Duh, Bor-Tsang M ✓ International Business Wholesale & Retail, Technical, ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Administration Chemical Industry, Investment
Lee, Tzong-Shiun M ✓ Business Administration Trade, Transportation, Storage ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Juang, Jing-Yau M ✓ Financial Management Securities , Textile, Retail ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Liang, Yann-Ping F ✓ Financial Management University Faculty, Investment ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Trust, Communication Media
Business Investment, Financial
Pai, Chun-Nan M ✓ Finance, Economic, Investment, Securities, University ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Investment, Bank, Law Faculty
Song, Yung-Fong M ✓ Business Administration, Telecommunications, Investment ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Investment Banking, Securities
Horng, Yuan-Chuan M ✓ Financial Management, Steel ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Investment Management
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Independence of the Board:
The Company has set up four independent directors. Qualification check for independent directors shall be conducted during the selection and tenure, and a declaration shall be issued. Each independent director must submit a declaration that meets the requirements for independence. Independent Directors often raise constructive questions, express opinions independent of the operating team or other Directors in the Board and various committees under the Board, and request supplementary information from the operating team for explanation.
The education and experience of all directors of the Company are disclosed on the Company’s website and the annual report of the shareholders’ meeting (see Chapter III for details). The relationships among the directors are also disclosed in the annual report of the shareholders’ meeting, where there is no spousal relationship or family relationship within the second degree of kinship, which complies with the requirements of paragraphs 3 and 4, Article 26-3 of the Securities and Exchange Act.
B. Information regarding directors, supervisors, management team and branch manager
March 31, 2024
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
1. Director of President Futures Corp.
1. Vice President of President Securities 2. Director of President Securities (HK) Ltd.
President Republic Of China Tsai, Sen-Bu M 2018.06.29 332,307 0.02 0 0 0 0 2. Senior Deputy Manager of China Corporation 3. Director of President Wealth Management (HK) Ltd. NA NA NA NA
Bills Finance Corp. 4. Director of Jin Yuan President Securities
Ltd.
Proprietary 1. Vice President of President Securities
Trading Department Executive Vice Republic Of China Yang , Kai-Chih M 2018.08.29 144,717 0 0 0 0 0 2. Assistant Vice President of President Corporation Director of President Futures Corp. NA NA NA NA
President Securities Corporation
1. Assistant Vice President of 1. Director of President Securities (HK) Ltd.
MasterLink Securities Corp. 2. Director of President Wealth Management
Finance Department Vice President Republic Of China An, Chi-Li F 2004.06.30 165,738 0 0 0 0 0 2. SVP of Ta Chong Bank LTD.3. Head of Treasury of Barclays Bank PLC 3. Supervisor of President Insurance Agency (HK) Ltd.Co., Ltd NA NA NA NA
4. Treasurer of Societe Generale 4. Chief supervisor of Jin Yuan President
Securities Ltd.
Quantitative 1. Vice President of Oriental Securities
Trading Department Vice Republic Of China Huang, Jung-Jen M 2009.03.26 113,883 0 0 0 0 0 2. Assistant Vice President of Corporation. N/A NA NA NA NA
President MasterLink Securities Corporation.
1. Professional Vice President of
Financial Product Department Vice President Republic Of China Pu, Chien-Heng M 2019.03.22 0 0 0 0 0 0 2. Assistant Manager of Capital President Securities Corporation N/A NA NA NA NA
Securities Corporation.
1. Vice President of Taishin Securities
Capital Market Department Vice President Republic Of China Wei, Chih-Hsu M 2020.11.10 0 0 0 0 0 0 2. Sales Assistant Vice President of Corporation. Director of Fortune Industries Inc. NA NA NA NA
Taiwan Securities Corporation.
1. Senior Assistant Vice President of
Fixed Income Department Vice President Republic Of China Yeh, Ming-Chieh M 2020.12.24 0 0 0 0 0 0 2. Assistant Vice President of President President Securities Corporation N/A NA NA NA NA
Securities Corporation
1. Senior Assistant Vice President of
Administration Department Vice President Republic Of China Yu, Hung-Chieh M 2024.01.01 872 0 0 0 0 0 2. Assistant Vice President of President President Securities Corporation Director of President Insurance Agency Co., Ltd. NA NA NA NA
Securities Corporation
Shareholder 1. Assistant Vice President of President
Services Department Sales Republic Of China Chueh, Chih-Chung M 2021.04.01 78,989 0 0 0 0 0 2. Senior Vice President of Capital Securities Corporation N/A NA NA NA NA
Vice President Securities Corporation.
20
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
1. Senior Manager of President
Auditing Office Chief Auditor Republic Of China Hsu, Wen-Ling F 2023.02.23 22,120 0 0 0 0 0 2. Manager of President Securities Securities Corporation N/A NA NA NA NA
Corporation
Information 1. Assistant Vice President of President
System Department Senior Assistant Vice Republic Of China Lin, Jung-Hui M 2020.07.01 89 0 0 0 0 0 2. Senior Manager of President Securities Corporation Director of President Futures Corp. NA NA NA NA
President Securities Corporation
Quantitative 1. Assistant Vice President of President
Trading Department Senior Assistant Republic Of China Lee, Chien-Hsin M 2022.02.01 0 0 0 0 0 0 2. Senior Manager of President Securities Corporation N/A NA NA NA NA
Vice President Securities Corporation
Quantitative 1. Assistant Vice President of President
Trading Department Senior Assistant Republic Of China Chien, Pang-Yen M 2022.02.01 0 0 0 0 0 0 2. Professional Assistant Vice President Securities Corporation N/A NA NA NA NA
Vice President of President Securities Corporation
Corporate Client 1. Senior Manager of Far Eastern
Department Senior Assistant Vice Republic Of China Fan,Tsung-En M 2022.12.01 0 0 0 0 0 0 2. Assistant Vice President of KGI International Bank N/A NA NA NA NA
President Bank
President Office 1. Assistant Vice President of President 1. Director (Representative of President
Corporate Governance Senior Assistant Vice Republic Of China Chen, Nai-Chen F 2023.04.01 98,902 0 0 0 0 0 2. Senior Manager of President Securities Corporation Securities) of HuaVI Venture Capital Co.,Ltd NA NA NA NA
President Securities Corporation 2. Owner of Chen-Yung Hikes
Finance 1. Senior Manager of President
Department Assistant Vice Republic Of China Su, Wei-Lun M 2016.06.20 0 0 0 0 0 0 2. Manager of President Securities Securities Corporation N/A NA NA NA NA
President Corporation
Financial Product 1. Senior Manager of President
Department Assistant Vice Republic Of China Chang, Chung-Lin M 2016.08.01 0 0 0 0 0 0 2. Manager of President Securities Securities Corporation Director of Shan Ben Engineering Co., Ltd. NA NA NA NA
President Corporation
Shareholder 1. Senior Manager of President
Services Department Assistant Vice Republic Of China Chang,Shao-Ping M 2016.09.01 829 0 0 0 0 0 2. Manager of President Securities Securities Corporation N/A NA NA NA NA
President Corporation
Settlement
& Clearing 1. Assistant Vice President of President
Department Republic Of China Wu, Sheng-Yu M 2019.06.18 17,080 0 0 0 0 0 Futures Corp. N/A NA NA NA NA
Assistant Vice 2. Manager of President Futures Corp.
President
Capital Market 1. Senior Manager of President
Department Republic Of Chen, Chia- M 2019.07.01 0 0 0 0 0 0 Securities Corporation N/A NA NA NA NA
Assistant Vice China Chang 2. Manager of President Securities
President Corporation
21
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
Capital Market 1. Senior Manager of President
Department Republic Of Chiang, Chang- M 2020.04.10 0 0 0 0 0 0 Securities Corporation N/A NA NA NA NA
Assistant Vice China Kuen 2. Manager of President Securities
President Corporation
Information 1. Senior Manager of President
System Department Assistant Vice Republic Of China Hu, I-Der M 2020.07.01 123 0 0 0 0 0 2. Manager of President Securities Securities Corporation N/A NA NA NA NA
President Corporation
Capital Market 1. Assistant Vice President of Taishin
Department Assistant Vice Republic Of China Lin, Wei-Hung M 2021.03.04 0 0 0 0 0 0 2. Manager of Mercuries Life Securities Corporation N/A NA NA NA NA
President Insurance
Settlement 1. Senior Manager of President
& Clearing Department Assistant Vice Republic Of China Huang, Chi-Ming M 2021.08.01 0 0 0 0 0 0 2. Manager of President Securities Securities Corporation N/A NA NA NA NA
President Corporation
1. Senior Manager of President
Risk Control Office Assistant Vice President Republic Of China Chang, Ping-Chuan M 2022.07.01 16,007 0 0 0 0 0 2. Manager of President Securities Securities Corporation N/A NA NA NA NA
Corporation
Corporate Client 1. OBU personnel of CTBC Securities
Department Assistant Vice Republic Of China Yu, Yi-Cheng M 2022.12.01 0 0 0 0 0 0 2. Assistant Vice President of KGI Person in charge of JiaShing Electrical and Plumbing store NA NA NA NA
President Bank
General Affairs 1. Senior Manager of President
Department Assistant Vice Republic Of China Chen, Shu-Fen F 2023.04.01 3,120 0 30,000 0 0 0 2. Senior Manager of President Securities Corporation N/A NA NA NA NA
President Insurance Agency Corp.
Capital Market 1. Senior Manager of President
Department Assistant Vice Republic Of China Hsu, Hui-Chun F 2023.04.01 0 0 0 0 0 0 2. Sales Assistant Vice President of Securities Corporation N/A NA NA NA NA
President Taishin Securities Corporation
1. Manager of President Securities
Compliance Division Senior Manager Republic Of China Su, Yung-Hsin F 2024.01.01 512 0 0 0 0 0 2. Senior Deputy Manager of President Corporation N/A NA NA NA NA
Securities Corporation
1. Supervisor Vice President of
Brokerage Department Vice President Republic Of China Chang, Hung-Shuo M 2021.05.06 1,490 0 0 0 0 0 2. Assistant Vice President of Hua Nan President Securities Corporation Director of President Insurance Agency Corp. NA NA NA NA
Financial Holdings
22
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
1. Assistant Vice President of President
Brokerage Department District Supervisor Republic Of China Lin, Li-Lin F 2014.04.01 6,481 0 0 0 0 0 2. Manager of Dafeng Securities Securities Corporation N/A NA NA NA NA
Corporation
1. Senior Assistant Vice President of
Brokerage Department Vice District Supervisor Republic Of China Hsu, Sheng-Hsiang M 2023.06.01 0 0 0 0 0 0 2. Sales Manager President of Cathay KGI Securities Corporation N/A NA NA NA NA
Securities Corp.
1. Branch Assistant Vice President of
Acting Brokerage Department Vice District Supervisor Republic Of China Lin, Yu-Ju F 2024.03.05 0 0 0 0 0 0 2. Senior Deputy Manager of KGI President Securities Corporation N/A NA NA NA NA
Securities Corporation
1. Sales Vice President of MEGA
Acting Brokerage Department Vice District Supervisor Republic Of China Cheng,Chih-Ming M 2024.03.05 0 0 0 0 0 0 2. Senior Vice President of SinoPac Securities N/A NA NA NA NA
Securities Corporation.
Brokerage
Department
Product 1. Senior Assistant Vice President of
Origination and Management Republic Of China Wang, Ssu-Wei F 2023.09.01 0 0 0 0 0 0 2. Senior Manager of Grand Cathay KGI Securities Corporation Person in charge of Fitness Beauty Ltd. NA NA NA NA
Division Securities Corporation
Deputy General
Manager
Global
Institutional 1. Assistant Vice President of Jih Sun
Service Department Senior Republic Of China Wang Shi-Cheng M 2021.10.01 0 0 0 0 0 0 2. Assistant Vice President of President Securities Corporation Supervisor of Gee Sheng Enterprise Co., Ltd. NA NA NA NA
Assistant Vice Securities Corporation
President
Brokerage 1. Sales Manager President of Cathay
Department Debit Center Assistant Republic Of China Chu, Chen-Pu M 2020.07.01 0 0 0 0 0 0 2. Specialist of Fubon Securities Securities Corp. N/A NA NA NA NA
Vice President Corporation
Brokerage
Department 1. Assistant Vice President of O-Bank
Digital Business Department Republic Of China Wei, Lien F 2022.04.11 0 0 0 0 0 0 2. Senior Vice President of Anue N/A NA NA NA NA
Assistant Vice Investment Advisors Co., Ltd.
President
Brokerage Depart- 1. Manager of President Securities
ment Digital Fi-nance Department Assistant Vice Republic Of China Liu, Chun-Liang M 2023.04.01 0 0 0 0 0 0 2. Manager of SinoPac Securities Corporation N/A NA NA NA NA
President Corporation
23
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
Wealth 1. Assistant Manager of President
Management and Trust Department Republic Of China Kao, Hsiu-Lin F 2022.06.01 1,788 0 2,080 0 0 0 2. Project Assistant Manager of Securities Corporation N/A NA NA NA NA
Deputy Manager President Securities Corporation
1. District Assistant Vice President of
Tunghsing Equity Department Manager Republic Of China Chiu, Shyh-Tyng M 2022.01.01 253,000 0 0 0 0 0 2. Assistant Vice President of President President Securities Corporation. N/A NA NA NA NA
Securities Corporation
1. Manager of President Securities
Tunghsing Equity Department Manager Republic Of China Tsai, Shu-Mei F 2016.04.01 12 0 0 0 0 0 2. Senior Deputy Manager of President Corporation N/A NA NA NA NA
Securities Corporation
Tunghsing Equity 1. Project Assistant Vice President of
Department Business Section 1 Republic Of China Kao, Jung M 2022.01.01 29 0 0 0 0 0 2. Branch Assistant Vice President of President Securities Corporation N/A NA NA NA NA
Manager President Securities Corporation
1. Assistant Vice President of KGI
Kaohsiung Branch Republic Of Wu, Huan- M 2013.04.01 0 0 0 0 0 0 Securities Corporation. N/A NA N/A NA NA
Manager China Chung 2. Manager of Taiwan Securities
Corporation.
1. Manager of KGI Securities
Dunnan Branch Republic Of Chiang, Wen- F 2023.06.01 0 0 0 0 0 0 Corporation N/A NA NA NA NA
Manager China Ling 2. Sales Deputy Manager of Taishin
International Bank
1. Manager of President Securities
Zhongli Branch Republic Of Chiang, Tsong- M 2007.12.19 0 0 0 0 0 0 Corporation N/A NA NA NA NA
Manager China Shyan 2. Manager of Kurn Bern Machinery
Company
1. Sales Vice President of MEGA
Chengzhong Republic Of Cheng,Chih- M 2022.05.06 0 0 0 0 0 0 Securities N/A NA NA NA NA
Branch Manager China Ming 2. Senior Vice President of SinoPac
Securities Corporation
1. Deputy Manager of President
Tainan Branch Manager Republic Of China Hsieh,Chia-Hsi M 2019.01.01 0 0 0 0 0 0 2. Sales Assistant Manager of President Securities Corporation N/A NA NA NA NA
Securities Corporation
1. Senior Manager of MasterLink
Taichung Branch Manager Republic Of China Hsu, Jui-Ming M 2022.07.01 0 0 0 0 0 0 2. Sales Assistant Vice President of Securities Corp. N/A NA NA NA NA
KGI Securities
1. Branch Assistant Vice President of
Hsinchu Branch Manager Republic Of China Lee, Chin-Yi M 2014.09.01 0 0 0 0 0 0 2. Manager of President Securities President Securities Corporation N/A NA NA NA NA
Corporation
24
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
1. Sales Assistant Vice President of
Chiayi Branch Manager Republic Of China Tsai, Ruo-Chen F 2023.05.05 0 0 0 0 0 0 2. Sales Deputy Manager of Concord CTBC Securities Corporation N/A NA NA NA NA
Securities Corporation
1. Senior Manager of President
Pingtung Branch Manager Republic Of China Tai, Hung-Da M 2023.11.09 0 0 0 0 0 0 2. Sales Assistant Vice President of Securities Corporation N/A NA NA NA NA
KGI Securities
1. Senior Deputy Manager of President
Keelung Branch Republic Of Hung, Chien- F 2022.01.01 0 0 0 0 0 0 Securities Corporation N/A NA NA NA NA
Manager China Han 2. Deputy Manager of President
Securities Corporation
1. Senior Manager of Fubon Securities
Yonghe Branch Manager Republic Of China Liu, Han-Chou M 2024.03.05 0 0 0 0 0 0 2. Senior Manager of Jih Sun Securities Corporation N/A NA NA NA NA
Corporation
1. Sales Manager of President Securities
Xin Taichung Branch Manager Republic Of China Chung, Hui-Ju F 2022.01.01 0 0 0 0 0 0 2. Sales Deputy Manager of President Corporation N/A NA NA NA NA
Securities Corporation
1. Senior Manager of Taishin
Hsinying Branch Republic Of Chou, Kuo- M 2022.05.06 0 0 0 0 0 0 International Bank N/A NA NA NA NA
Manager China Hsiang
2. Manager of DBS Bank
1. Manager of Yuanta core pacific
Changhua Branch Manager Republic Of China Yu, Fu-Tsun M 2018.01.01 0 0 0 0 0 0 2. Sales of Yuanta Securities Securities Corporation. N/A NA NA NA NA
Corporation.
1. Assistant Vice President of Hua Nan
Taoyuan Branch Manager Republic Of China Chiu, Ming-Kai M 2023.04.01 0 0 0 0 0 0 2. Manager of President Securities Securities N/A NA NA NA NA
Corporation
1. Deputy Manager of Yuanta Securities
Yuanlin Branch Manager Republic Of China Chien ,Chu-Wei M 2024.03.05 0 0 0 0 0 0 2. Sales Assistant Manager of Yuanta Person in charge of Jiulong Furniture NA NA NA NA
Securities
1. Assistant Vice President of SinoPac
Sanchung Branch Manager Republic Of China Lin, Pin-Chun M 2024.03.05 0 0 0 0 0 0 2. Assistant Manager of Mega Securities Corporation N/A NA NA NA NA
International Commercial Bank
1. Deputy Manager of Yuanta Securities
Shilin Branch Manager Republic Of China Hsu, Fu-Chiang M 2014.10.01 0 0 0 0 0 0 2. Senior Deputy Manager of KGI Corporation. N/A NA NA NA NA
Securities
25
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
1. Vice President of Jih Sun Securities
Panchiao Branch Republic Of Chiang, Chen- M 2023.06.01 0 0 0 0 0 0 Corporation N/A NA NA NA NA
Manager China Hsiung 2. Senior Manager of Taishin
International Bank .
1. Senior Manager of SinoPac
Sanduo Branch Republic Of Tseng, Tsung- M 2023.11.09 0 0 0 0 0 0 Securities Corporation N/A NA NA NA NA
Manager China Yu 2. Sales Manager of Ta Chong
Commercial Bank Corporation
1. Vice District Supervisor of President
Szichih Branch Republic Of Chou, Da- M 2024.03.05 0 0 0 0 0 0 Securities Corporation N/A NA NA NA NA
Manager China Kuang 2. Deputy Manager of Concords
Securities Corporation
1. Deputy Manager of President
Ilan Branch Manager Republic Of China Lin, Chia-Hui F 2023.06.01 0 0 0 0 0 0 2. Senior Specialist of KGI Securities Securities Corporation N/A NA NA NA NA
Corporation
1. Manager of President Securities
Nanjing Branch Republic Of Tseng, Chien- M 2023.06.01 0 0 0 0 0 0 Corporation N/A NA NA NA NA
Manager China Ming 2. Professional Deputy Manager of
Bank Sinopac Corporation
1. Manager of Gowin Building
Kinmen Branch Manager Republic Of China Kang, Wen-Chieh M 2022.05.06 0 0 0 0 0 0 Management and Maintenance Co., Ltd. N/A NA NA NA NA
2. Acting Manager of Capital Securities
1. Senior Assistant Vice President of
Tucheng Branch Manager Republic Of China Lin, Shao-Kang M 2023.08.24 0 0 0 0 0 0 2. President of King’s Town Bank Hua Nan Securities N/A NA NA NA NA
Corporation.
1. Sales Deputy Manager of MasterLink
Songjiang Branch Manager Republic Of China Lin, Shih-Wei M 2023.06.01 0 0 0 0 0 0 2. Sales Assistant ManagerSecurities Corp. of Taishin N/A NA NA NA NA
International Bank
1. Sales Deputy Manager of MasterLink
Songjiang Branch Republic Of Huang, Tung- M 2024.03.05 0 0 0 0 0 0 Securities Corp. N/A NA NA NA NA
Manager China He 2. Vice President of Capital Securities
Corporation
1. Manager of KGI Securities
Neihu Branch Republic Of Huang, Chih- M 2023.06.01 0 0 0 0 0 0 Corporation N/A NA NA NA NA
Manager China Hua 2. Assistant Manager of Cathay
Securities Corp.
1. Senior Deputy Manager of KGI
Renai Branch Republic Of Wu, Yueh- M 2023.04.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
Manager China Chung 2. Manager of Yuanta Commercial
Bank
26
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----- Start of picture text -----
Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Nationality/ Shareholding Shareholding Within Two Degrees of Kinship
Title Country of Name Gender Date Elected Arrangement Experience (Education) Other Position employee
stock option
Origin Shares % Shares % Shares % Title Name Relation certificates
by Managers
Pingzhen Branch Manager Republic Of China Li, Shu-Jung F 2015.10.26 0 0 0 0 0 0 1. Manager of Standard Chartered Bank 2. Teller of Standard Chartered Bank N/A NA NA NA NA
1. Senior Deputy Manager of President
Zhunan Branch Manager Republic Of China Kuo, Li-Hung M 2023.05.05 0 0 0 0 0 0 2. Manager of Jih Sun Securities Securities Corporation N/A NA NA NA NA
Corporation
1. Supervisor Vice President of
Offshore Securities Unit Branch Manager Republic Of China Chang, Hung-Shuo M 2020.11.10 1,490 0 0 0 0 0 2. Assistant Vice President of Hua Nan President Securities Corporation Director of President Insurance Agency Corp NA NA NA NA
Financial Holdings
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Note: The percentages of shares are calculated based on PSC’s capital: 1,455,831,343 shares
C. Remuneration of Directors, Supervisors, President, Vice Presidents, and Chief Auditor
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
Total Remuneration Total Compensation Compensation
(A+B+C+D) and (A+B+C+D+E+F+G) Paid to Directors
Base Severance Pay Bonus to Ratio of Net Income Salary, Severance Pay and Ratio of Net Income from an Invested
Compensation Allowances (D) Bonuses, and Profit Sharing- Employee Bonus (G)
Title Name (A) (B) Directors (C) (%) Allowances (E) (F) (%) Company
Other than the
Company’s
PSC Group
Subsidiary and
PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group parent company
Cash Stock Cash Stock
Director Kai Nan Investment 33,686 33,686 - - 32,130 32,130 1,896 1,896 62,713 62,713 - - - - - - - - 62,713 62,713 None
Co., Ltd. 2.3520% 2.3520% 2.3520% 2.3520%
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
27
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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 Hung, Hui-Tzu, Lu, Li-An, Chen, Ching-Yi, Chen, Yi-Ling Note 2: Compensation was calculated as of December 31, 2023; Compensation distribution proposal is based on said earnings.
Note 3: Total remuneration paid to drivers is NT$1.874 million, which was not included in consideration.
- Note 4: In addition to the information disclosed in the table above, the compensation received by the company directors in the most recent fiscal year for services rendered (e.g., acting as a consultant to the parent company/all consolidated companies/transferred investment business for non-employees, etc.) : 0
1.2 Remuneration of Directors (Independent Directors Included)
Unit: NT$ thousands
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----- Start of picture text -----
Remuneration Total Remuneration Relevant Remuneration Received by Directors Who are Also Employees Total Compensation Compensation Paid to
(A+B+C+D) and (A+B+C+D+E+F+G
Base Severance Pay Bonus to Ratio of Net Income Salary, Severance Pay Profit Sharing- Employee Bonus Exercisable New Restricted +H+I) and Ratio of Directors from
Compensation (B) Directors (C) Allowances (D) (%) Bonuses, and (F) (G) Employee Stock Employee Net Income (%) an Invested
Title Name (A) Allowances (E) Options (H) Shares (I) Company
Other than the
PSC PSC Company’s
PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group Subsidiary
Cash Stock Cash Stock and parent
conmpany
Chang, Ming-
Chen
Director Delegate of Leg
Horn Investment
Co.,Ltd.
Lee, Chi-Ming
Director Delegate of Hui
Tung Investment
Co.,Ltd.
Lee, Yee-Ching
Delegate of Ta
Director Le Investment
Holding Co.,
Ltd.
2,880 2,880 - - 30,240 30,240 742 742 1.1762%33,862 1.1762%33,862 - - - - - - - - - - - - 1.1762%33,862 1.1762%33,862 None
Teng, Wen-Hwi
Delegate
Director of Canking
Investment Co.,
Ltd.
Lee, Shu-Fen
Director Delegate of
China F.R.P.
Corp.
Director Duh, Bor-Tsang
Director Juang, Jing-Yau
Director Lee,
Tzong-Shiun
Independent Liang, Yann-
Director Ping
Independent
Independent Director Pai, Chun-NanSong, 5,760 5,760 - - - - 1,093 1,093 0.2380%6,853 0.2380%6,853 - - - - - - - - - - - - 0.2380%6,853 0.2380%6,853 None
Director Yung-Fong
Independent Horng,
Director Yuan-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
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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 Companies in
the consolidated the consolidated
The company financial The company financial
statements statements
Delegate of Kai Nan Investment Co., Ltd.: Liu, Tsung-
Yi, Hsieh Hung, Hui-Tzu, Lu, Li-An, Chen, Kuo-Hui,
Chen, Ching-Yi, Chen, Yi-Ling / Delegate of Canking
Investment Co., Ltd.: Teng, Wen-Hwi / Delegate of
Under NT$ 1,000,000 Leg Horn Investment Co., Ltd.: Chang, Ming-Chen / same as left same as left same as left
Delegate of Hui Tung Investment Co., Ltd.: Lee, Chi-
Ming / Delegate of Ta Le Investment Holding Co., Ltd.:
Lee, Yee-Ching / Delegate of China F.R.P Corp: Lee,
Shu-Fen
Liang, Yann-Ping / Pai, Chun-Nan / Song, Yung-Fong /
NT$1,000,000 ~ NT$2,000,000 same as left same as left same as left
Horng, Yuan-Chuan
NT$2,000,000 ~ NT$3,500,000 0 0 0 0
Canking Investment Co., Ltd. / China F.R.P Corp / Ta
Le Investment Holding Co., Ltd. / Leg Horn Investment
NT$3,500,000 ~ NT$5,000,000 same as left same as left same as left
Co., Ltd. / Hui Tung Investment Co., Ltd. / Juang, Jing-
Yau / Duh, Bor-Tsang / Lee, Tzong-Shiun
NT$5,000,000 ~ NT$10,000,000 0 0 0 0
NT$10,000,000~ NT$15,000,000 0 0 0 0
NT$15,000,000 ~ NT$30,000,000 0 0 0 0
Kai Nan Investment Co., Ltd. / Delegate of Kai Nan
NT$30,000,000 ~ NT$50,000,000 Investment Co., Ltd.: same as left same as left same as left
Lin, Kuan-Chen
NT$50,000,000 ~ NT$100,000,000 0 0 0 0
Over NT$100,000,000 0 0 0 0
Total 25 25 25 25
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2. Remuneration of the President, Vice Presidents, and Chief Auditor
Unit: NT$ thousands
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----- Start of picture text -----
Total Number of Whether
Title Name Salary(A) Severance Pay (B) Bonuses and Allowances (C) Compensation (D)Profit Sharing- Employee and ratio of net compensation (A+B+C+D) income (%) stock option certificatesemployee Number of stock unitrestricted other re-invested is received from compensation or not any
businesses than
PSC Group subsidiaries or
PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group
Cash Stock Cash Stock parant company
President Tsai, Sen-Bu
Executive
Vice Yang, Kai-Chih
President
Vice
President An, Chi-Li
Vice
President Huang, Jun-Jen
Vice
President Pu, Chien-Heng
Vice 27,397 27,397 1,048 1,048 122,308 122,308 2,764 0 2,764 0 5.3324%153,517 5.3324%153,517 0 0 0 0 None
President Wei, Chih-Hsu
Vice
President Yeh, Ming-Chieh
Vice Chang,
President Hung-Shuo
Chief
Auditor Hsu, Wen-Ling
Chief
Information Lin, Jung-Hui
Officer
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Note : Compensation was calculated as of December 31, 2023; Employee remuneration was estamated based on 2023 estamated statements.
29
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 0 0
NT$1,000,000 ~ NT$2,000,000 0 0
NT$2,000,000 ~ NT$3,500,000 0 0
NT$3,500,000 ~ NT$5,000,000 Hsu, Wen-Ling same as left
NT$5,000,000 ~ NT$10,000,000 An, Chi-Li, Lin, Jung-Hui same as left
Chang, Hung-Shuo, Wei, Chih-Hsu, same as left
NT$10,000,000 ~ NT$15,000,000
Yeh, Ming-Chieh
Yang, Kai-Chih, Huang, Jun-Jen, same as left
NT$15,000,000 ~ NT$30,000,000
Pu,Chien-Heng
NT$30,000,000 ~ NT$50,000,000 Tsai, Sen-Bu same as left
NT$50,000,000 ~ NT$100,000,000 0 0
Over NT$100,000,000 0 0
Total 10 10
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D. Retired Chairman and President Reappointed as Securities Broker Consultants: None.
- E. 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
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----- Start of picture text -----
Year To directors (Note) To president and vice presidents (Note)
2023 3.77% 5.33%
2022 6.95% 10.98%
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Note: Ratio of total remuneration to net income (%)
2. The policies, standards, and portfolios for the payment of remuneration:
-
(1) According to Article 23 of the Company's Articles of Incorporation, Directors' emoluments are assessed by reference of the Directors' level of participation and contribution, and decided by Board of Directors according to average industry level. When there is profit in current year, the Company shall appropriate no more than 2% of the amount as compensation to Directors according to Article 23 of the Company's Articles of Incorporation. Independent Directors do not participate in earnings appropriation to Directors. The Company regularly assesses the remuneration of the Directors in accordance with “The Performance Evaluation Measures of the Board of Directors”. The relevant performance appraisal and the reasonableness of remuneration are reviewed by the Remuneration Committee and the Board.
-
(2) The Company has set up various job allowances and bonuses to the Company's managers in accordance with the Company’s remuneration policy to accommodate and reward the employees for their hard work, and such bonuses are also determined based on the Company’s annual operating performance, financial condition, operating condition and individual performance. In addition, if the Company has made a profit for the year, no less than 1.6% of the profit shall be set aside as employee compensation in accordance with Article 23 of the Company's Articles of Incorporation. The performance appraisal results performed by the Company in accordance with the “Personnel Evaluation Measures” are used as a reference for the payment of bonus to the Managers. The performance evaluation items of the Managers include (1) financial indicators (business expansion capability such as revenue achievement rate, net profit after tax achievement rate, market share or market ranking) and (2) non-financial indicators (personnel management ability and improvement of internal process, internal control and risk control capability) and Company core value evaluation. The Company reviews the remuneration system based on actual operation status and relevant laws on a timely basis.
30
2023 Annual Report
III. Corporate Governance
- (3) The remuneration package of the Company shall be determined in accordance with the Remuneration Committee's Articles of Incorporation, including cash remuneration, share options, bonus shares, retirement benefits or termination benefits, various allowances and other practical incentives. The scope of remuneration paid to directors and managers is in line with what is defined in Regulations Governing Information to be Published in Annual Reports of Public Companies.
3. Procedures for determining remuneration:
-
(1) The periodic assessment of the remuneration to Directors and managers are respectively based on the evaluation results performed by the Company’s “The Performance Evaluation Measures of the Board of Directors” and the “Personnel Appraisal Measures” applicable to managers and employees, and the remuneration of the Chairman and President is determined with reference to the general standards of the industry and linked to the Company's operating performance indicators, which will be submitted to the Board for approval.
-
(2) The performance self-assessment results of the Board of Directors, members of the Board and various functional committees for 2023 were all “exceeded standard”.
-
(3) The relevant performance appraisal and reasonableness of remuneration of the Directors and managers of the Company are evaluated and reviewed regularly by the Remuneration Committee and the Board on annual basis. In addition to reviewing the personal performance achievement rate and contribution to the Company, the Company’s overall operating performance, future risks and development trends of the industry as well as the actual operating conditions and relevant laws and regulations will be used as reference to timely review the compensation system. Reasonable remuneration shall be given after taking into account the current corporate governance trends so as to strike a balance between the Company’s sustainable operation and risk management. The actual amount of remuneration paid to Directors and Managers for 2023 is reviewed by the Remuneration Committee and proposed to the Board for approval.
4. The correlation between operating performance and future risks:
-
(1) The review of the remuneration policy, relevant benefit standards and system is based on the Company's overall operating conditions, and the payment standards are approved based on the performance achievement rate and contribution to enhance the effectiveness of the overall organizational team of the Board and the management team. The Company also refers to industry compensation standards to ensure that the remuneration to the Company's management is competitive in the industry so as to retain the best management talent.
-
(2) The performance targets of the Company’s managers are integrated with “risk control or internal control” to ensure that the possible risks within the scope of their duties are managed and avoided. The appraisal is given based on actual performance, and are linked to the relevant human resources and remuneration policies. Key decisions made by the management of the Company are based on a balanced range of risk factors, the performance of which is reflected in the profitability of the Company, and the remuneration of the management is thus relevant to the performance of risk control.
31
President Securities Corporation
F. President’s, senior vice presidents’ and senior managers’ remuneration
Unit: NT$ thousands
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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 Vice
Wei, Chih-Hsu
President
Fixed Income Department Vice
Yeh, Ming-Chieh
President
Administration Department Vice
Yu, Hung-Chieh
President
Shareholder Sevices Department
Chueh, Chih-Chung
Sales Vice President
Auditing Office Chief Auditor Hsu, Wen-Ling
Information System Department
Lin, Jung-Hui
Senior Assistant Vice President
Quantitative Trading Department
Lee, Chien-Hsin
Senior Assistant Vice President
Quantitative Trading Department
Chien, Pang-Yen
Senior Assistant Vice President
Corporate Client Department
Fan, Tsung-En
Senior Assistant Vice President
President Office Corporate
Governance Senior Assistant Vice Chen, Nai-Chen 0 9,662 9,662 0.3556
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
Settlement & Clearing Department
Wu, Sheng-Yu
Assistant Vice President
Capital Market Department
Chen, Chia-Chang
Assistant Vice President
Capital Market Department
Chiang, Chang-Kuen
Assistant Vice President
Information System Department
Hu, I-Der
Assistant Vice President
Capital Market Department
Lin, Wei-Hung
Assistant Vice President
Settlement & Clearing Department
Huang Chi-Ming
Assistant Vice President
Risk Control Office
Chang, Ping-Chuan
Assistant Vice President
Corporate Client Department
Yu, Yi-Cheng
Assistant Vice President
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32
2023 Annual Report
III. Corporate Governance
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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(%)
General Affairs Department
Chen, Shu-Fen
Assistant Vice President
Capital Market Department
Hsu, Hui-Chun
Assistant Vice President
Compliance Division Senior
Su, Yung-Hsin
Manager
Brokerage Department
Chang, Hung-Shuo
Vice President
Brokerage Department
Lin, Li-Lin
District Supervisor
Brokerage Department
Hsu, Sheng-Hsiang
Vice District Supervisor
Acting Brokerage Department
Lin, Yu-Ju
Vice District Supervisor
Acting Brokerage Department
Cheng,Chih-Ming
Vice District Supervisor
Brokerage Department Product
Origination and Management Wang, Ssu-Wei
Division Deputy General Manager
Global Institutional Service
Department Senior Assistant Vice Wang, Shi-Cheng
President
Brokerage Department Debit Center
Chu, Chen-Pu
Assistant Vice President
Brokerage Department Digital Busi-
ness Department Wei, Lien
Assistant Vice President
Brokerage Department Digital
Finance Department Liu, Chun-Liang
Assistant Vice President
Wealth Manager and Trust
Kao, Hsiu-Lin
Department Deputy Manager
Tunghsing Equity Department
Chiu, Shyh-Tyng
Manager
Tunghsing Equity Department
Kao, Jung
Business Section 1 Manager
Tunghsing Equity Department
Tsai, Shu-Mei (same as the last page)
Manager
Kaohsiung Branch Manager Wu, Huan-Chung
Dunnan Branch Manager Chiang, Wen- Ling
Zhongli Branch Manager Chiang, Tsong-Shyan
Chengzhong Branch Manager Cheng, Chih-Ming
Tainan Branch Manager Hsieh, Chia-Hsi
Taichung Branch Manager Hsu, Jui-Ming
Hsinchu Branch Manager Lee, Chin-Yi
Chiayi Branch Manager Tsai, Ruo-Chen
Pingtung Branch Manager Tai, Hung- Da
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33
President Securities Corporation
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----- 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(%)
Keelung Branch Manager Hung, Chien- Han
Yonghe Branch Manager Liu, Han-Chou
Xin Taichung Branch Manager Chung, Hui-Ju
Hsinying Branch Manager Chou, Kuo-Hsiang
Changhua Branch Manager Yu, Fu-Tsun
Taoyuan Branch Manager Chiu, Ming-Kai
Yuanlin Branch Manager Chien ,Chu-Wei
Sanchung Branch Manager Lin, Pin-Chun
Shilin Branch Manager Hsu, Fu-Chiang
Panchiao Branch Manager Chiang, Chen -Hsiung
Sanduo Branch Manager Tseng, Tsung-Yu (same as the last page)
Szichih Branch Manager Chou, Da-Kuang
Ilan Branch Manager Lin, Chia-Hui
Nanjing Branch Manager Tseng, Chien-Ming
Kinmen Branch Manager Kang, Wen-Chieh
Tucheng Branch Manager Lin, Shao-Kang
Songjiang Branch Manager Lin, Shih-Wei
Songjiang Branch Manager Huang, Tung-He
Neihu Branch Manager Huang, Chih-Hua
Renai Branch Manager Wu, Yueh-Chung
Pingzhen Branch Manager Li, Shu-Jung
Zhunan Branch Manager Kuo, Li-Hung
Offshore Securities Unit Branch
Chang, Hung-Shuo
Manager
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34
2023 Annual Report
III. Corporate Governance
III. Implementation of Corporate Governance
A. Board of Directors Meeting
Total of 5 meetings of the board of directors were held in the year of 2023. Directors’ attendance condition:
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Attendance
Title Name in Person By Proxy Attendance rate (%) Remark
Lin, Kuan-Chen Delegate
Chairman of Kai Nan Investment Co., 5 0 100% None
Ltd.
Liu, Tsung-Yi Delegate of
Director Kai Nan Investment Co., 5 0 100% None
Ltd.
Chen, Kuo-Hui Delegate of
Director Kai Nan Investment Co., 4 1 80% None
Ltd.
Hsieh Hung, Hui-Tzu
Director Delegate of Kai Nan 5 0 100% None
Investment Co., Ltd.
Director Lu, Li-An Delegate of Kai 4 1 80% None
Nan Investment Co., Ltd.
Chen, Ching-Yi Delegate
Director of Kai Nan Investment Co., 5 0 100% None
Ltd.
Chen, Yi-Ling Delegate of
Director Kai Nan Investment Co., 5 0 100% None
Ltd.
Teng, Wen-Hwi Delegate
Director of Canking Investment Co., 5 0 100% None
Ltd.
Lee, Chi-Ming Delegate of
Director Hui Tung Investment Co., 5 0 100% None
Ltd.
Chang, Ming-Chen Delegate
Director of Leg Horn Investment Co., 5 0 100% None
Ltd.
Lee, Yee-Ching Delegate of
Director Ta Le Investment Holding 4 1 80% None
Co., Ltd.
Director Lee, Shu-Fen Delegate of 5 0 100% None
China F.R.P Corp.
Director Duh, Bor-Tsang 5 0 100% None
Director Lee, Tzong-Shiun 5 0 100% None
Director Juang, Jing-Yau 4 1 80% None
Independent Director Liang, Yann-Ping 5 0 100% None
Independent Pai, Chun-Nan 5 0 100% None
Director
Independent Director Song, Yung-Fong 5 0 100% None
Independent Director Horng, Yuan-Chuan 5 0 100% None
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35
President Securities Corporation
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 7 board meetings over the past fiscal year and the contents of the resolutions were refer to Chapter 3 (L) of the annual report. 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:
-
For the 16th proposal at the 16th meeting of 12th Board of Directors, regarding the proposal of relieveing the non-compete clause of the Company's Directors. The Company has authorized Chairman Lin, Kuan-Chen to act as a Director in the joint venture company Jin Yuan President Securities Corporation Ltd. According to Article 209, Paragraph 1 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”. The proposal of relieveing the non-compete clause for the 13th Director candidate Kuan-Chen Lin to act as the Director of Jin Yuan President Securities Corporation Ltd. In accordance with the provisions of Article 15 of the Company’s Rules Governing Board Meetings,the Chairman of the Board desigated Independent Director Pai, Chun-Nan 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).
-
For the 23rd proposal for the review of the nomination of 13th Directors and Independent Directors at the 16th Board meeting of the 12th Board of Directors, in accordance with the provisions of Article 15 of the Company's Rules Governing Board Meetings, the current Directors and Independent Directors, who have personal interest in nominated candidates for Directors and Independent Directors under review, shall recuse themselves from the review session (as shown below).All nominees have submitted the details of their education, experience, current position, juristic person represented, and other evidences to the Board of Directors for review. Independent Director Pai, Chun-Nan acted on behalf of Chairman KuanChen Lin as chair to host the review when the Chairman recused himself from the review session.The chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion.(Avoidance of directors had recused himself from voting.)
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Directors under audition/
Avoidance of interested parties
Nominee of independent director
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| Directors under audition/ Nominee of independent director |
Avoidance of interested parties |
|---|---|
| Delegate of Kai Nan Investment Co., Ltd.: Lin,Kuan-Chen,Chen,Kuo-Hui,Lu,Li-An |
Lin, Kuan-Chen, Liu, Tsung-Yi, Chen, Kuo-Hui, Hsieh Hong, Hui-Tzu, Lu, Li-An, Chen, Ching-Yi, Chen, Yi-Ling (Lin, Kuan-Chen desigated Pai, Chun-Nan as the acting chairman.) |
| Liu, Tsung-Yi Delegate of Kao Chyuan Inv. Co.,Ltd. |
|
| Teng, Wen-Hwi Delegate of CankingInvestment Co.,Ltd. |
Teng, Wen-Hwi |
| Lee, Chi-Ming Delegate of Hui Tung Investment Co., Ltd. |
Lee, Chi-Ming |
| Lee,Shu-Fen | Lee,Shu-Fen |
| Juang, Jing-Yau | Juang, Jing-Yau |
| Pai, Chun-Nan | Pai, Chun-Nan |
| Song, Yung-Fong | Song, Yung-Fong |
| Horng, Yuan-Chuan | Horng, Yuan-Chuan |
- 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, Risk Management Committee, and Strategic Development 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 Internal Information”, “Sustainable Development Best Practice Principles”, “Ethical Corporate Management Best Practice Principles”, “Corporate Governance Best Practice Principles”, “The Performance Evaluation Measures of the Board of Directors” , and “The Standard Procedures of Demands of Directors”, which are implemented by relevant units on a level-by-level basis.
Note: The term of office of the 12th Board of Directors is from July 20, 2021 through July 19, 2024.
36
2023 Annual Report
III. Corporate Governance
Independent director attendance is detailed below:
◎: Attendance in Person; ☆ : Proxy Attendance; * : Absence
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----- Start of picture text -----
Board meetings 2023.03.08 2023.05.04 2023.08.24 2023.11.08 2023.12.21
Liang, Yann-Ping ◎ ◎ ◎ ◎ ◎
Pai, Chun-Nan ◎ ◎ ◎ ◎ ◎
Song, Yung-Fong ◎ ◎ ◎ ◎ ◎
Horng, Yuan-Chuan ◎ ◎ ◎ ◎ ◎
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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. Composition of the Board of Directors
2. Teaching of the Board of Directors
3. Authorization of the Board of
Directors
4. Supervision of the Board of Directors
Times / Evaluation of external 5. Communication od the Board of
2022/9/1~2023/8/31 Board of Directors
3 year professional institution Directors
6. Internal controls and risks management
7. Self-Demanding of the Board of
Directors
8. Other things like meetings of the Board
of Directors and System-supporting
1. Involvement in the Company’s
operations
2. Improving decision-making by the
Internal self-evaluation Board of Directors
Annually 2022/7/1~2023/6/30 Board of Directors of the Board of 3. Composition and structure of the
Directors Board of Directors
4. Election of Directors and their
continuing education and training
5. Internal controls
1. Control over the Company’s goals and
tasks
2. Understanding of duties and functions
of a Director
3. Involvement in the Company’s
Self-evaluation of
Annually 2022/7/1~2023/6/30 Individual Directors operations
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. Understanding of duties and functions
of a functional committee
Self-evaluation of
Annually 2022/7/1~2023/6/30 Functional committees 3. Improving decision-making by the
functional committees
functional committees
4. Composition and structure of the
functional committees
5. Internal controls
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37
President Securities Corporation
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:
-
Adoption or amendment of internal control systems in accordance with Article 14-1 of the Securities and Exchange Act.
-
Evaluation of the effectiveness of internal control systems.
-
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.
-
Items involving the interests of Directors.
-
Major assets or derivative trading.
-
Major loaning of funds, making of endorsements, or provision of guarantees.
-
Offering, issuance, or private placement of any equity-type securities.
-
Appointment, dismissal, and compensation of CPAs.
-
Appointments and dismissal of finance managers, accounting managers, and internal audit managers.
-
The annual financial statements were signed or sealed by the Chairman, managers, and accounting manager while the second quarter financial statements were audited by CPAs who attested to their accuracy.
-
Other major items required by other companies or the competent authority.
Total of 5 meetings of the Audit Committee were held in the year of 2023. Independent Directors’ attendance condition:
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----- Start of picture text -----
Actually Number Number of
Actual Attendance
Title Name of Times Attended Times Attended Remark
Rate (%) (B/A)
(B) by Proxy
Independent Director Liang, Yann-Ping 5 0 100% None
Independent Director Pai, Chun-Nan 5 0 100% None
Independent Director Song, Yung-Fong 5 0 100% None
Independent Director Horng, Yuan-Chuan 5 0 100% None
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38
2023 Annual Report
III. Corporate Governance
Other mentionable items:
-
A. If any of the following circumstances occur, the dates, terms of the meetings, contents of motions, dissenting opinions from independent directors, reserved opinions or major suggestions, the resolutions of the Audit Committee, and the Company's response to the Audit Committee's opinions.
-
I. Matters referred to in Article 14-5 of the Securities and Exchange Act: Total of 7 meetings were held in 2023 and 2024 to the publish date of the annual report. 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.
-
II. Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all directors: None.
-
B. 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.
-
C. 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.):
-
Communications with the internal audit supervisors:
-
Communication methods:
-
(1) Every month, the Company compiles an internal audit deficiency report and submits it to the independent directors for review via email.
-
(2) The internal audit supervisor of the Company holds at least four regular internal control deficiency review meetings with independent directors every year. During the meetings, the results of the internal audit and the improvement status of the deficiencies mentioned in the correspondence from competent authorities are discussed, and a two-way communication and review process is carried out.
-
(3) The Company's Audit Committee is comprised of all independent directors. The internal audit supervisor of the Company attends the Audit Committee at least four times a year to report on internal audit operations.
-
-
Summary of communication between independent directors (Audit Committee) and the internal auditor supervisors:
| Date of meetings | Communication and results of implementation |
|---|---|
| 2023.02.23 (Independent Directors and Internal Audit Supervisor communicate through the internal control defciency review meeting) 1. Internal Audit Supervisor reported the tracking status from the last meeting. 2. Internal Audit Supervisor presented the internal audit defciency report and the improvement status from January 2023 to January 2023. 3. Internal Audit Supervisor presented the Notifcation Letter from the competent authority containing the defciency report during November 2022 to January 2023. 4. Independent Directors’ suggections: Regarding the incomplete improvement situation in response to the letter from the competent authority, it is necessary to strengthen the measures for improvement. |
|
| 2023.02.23 (Internal Audit Supervisor attended and reported at the Audit Committee meeting) 1. Internal Audit Supervisor reported the internal audit business. 2. Independent Directors’ suggections: In relation to the case of the missing emerging stock quotes, the business unit should perform comprehensive inspections and thorough testing of the vendor software tools used. |
|
| 2023.04.21 (Independent Directors and Internal Audit Supervisor communicate through the internal control defciency review meeting) 1. Internal Audit Supervisor reported the tracking status from the last meeting. 2. Internal Audit Supervisor presented the internal audit defciency report and the improvement status from February 2023 to March 2023. 3. Internal Audit Supervisor presented the Notifcation Letter from the competent authority containing the defciency report during February 2023 to March 2023. 4. Independent Directors’ suggections: In the future, if the internal audit finds the same type of defects for more than 5 times in the current period, it should be provided to the Administration Department as a reference for the training and education of employees. This will help prevent the recurrence of similar cases. |
|
| 2023.04.21 (Internal Audit Supervisor attended and reported at the Audit Committee meeting) 1. Internal Audit Supervisor reported the internal audit business. 2. Independent Directors' suggections:None. |
39
President Securities Corporation
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----- Start of picture text -----
Date of meetings Communication and results of implementation
2023.08.10 1. Internal Audit Supervisor presented the internal audit deficiency report and the improvement status from April 2023 to
(Independent Directors and June 2023.
Internal Audit Supervisor 2. Internal Audit Supervisor presented the Notification Letter from the competent authority containing the deficiency
communicate through the report during April 2023 to June 2023.
internal control deficiency 3. Independent Directors’ suggections: Ask the Company to announce the error-prone branches at the supervisors' meeting
review meeting) to prevent the recurrence of errors.
2023.08.10 1. Internal Audit Supervisor reported the internal audit business.
(Internal Audit Supervisor 2. Independent Directors’ suggections: In light of the significant market volatility in July and August, brokerage firms are
attended and reported at the advised to exercise caution and remind inexperienced young clients of the potential default risk associated with day
Audit Committee meeting) trading.
2023.10.26 1. Report on the Violation Case of Subsidiary President Capital Management.
2. Internal Audit Supervisor reported the tracking status from the last meeting.
(Independent Directors and 3. Internal Audit Supervisor presented the internal audit deficiency report and the improvement status from July 2023 to
Internal Audit Supervisor
September 2023.
communicate through the
internal control deficiency 4. Independent Directors’ suggections: In view of the improvement letter from the competent authority of the subsidiary's
President Capital Management, the existing staffs should be qualified. Additionally, the recruitment of individuals
review meeting)
should be prioritized with analyst qualifications to gain a competitive advantage in driving business development.
2023.10.26
1. Internal Audit Supervisor reported the internal audit business.
(Internal Audit Supervisor
2. Independent Directors’ suggections: Please be aware that recent market volatility has been highly unstable. Brokerage
attended and reported at the
firms must closely monitor the default risk associated with client day trading transactions.
Audit Committee meeting)
2023.12.07
1. Internal Audit Supervisor reported the tracking status from the last meeting.
(Independent Directors and 2. Internal Audit Supervisor presented the internal audit deficiency report and the improvement status from October 2023
Internal Audit Supervisor to November 2023.
communicate through the
internal control deficiency 3. Independent Directors’ suggections: The Company shall warn departments that lack improvements and award those
who have improvements in internal control management.
review meeting)
2023.12.07
1. Internal Audit Supervisor reported the internal audit business.
(Internal Audit Supervisor
2. Independent Directors’ suggections: Branch office self-inspection personnel should receive assistance and regular
attended and reported at the
guidance.
Audit Committee meeting)
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-
Communications with the CPA:
-
Communication methods: The Audit Committee of the Company consists of 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.
-
A separate meeting between independent directors (the Audit Committee) and CPA is held at least once a year. 3. Summary of communication between independent directors (the Audit Committee) and CPA and results of implementation:
| Date of meetings | Communication and results of implementation |
|---|---|
| 2023.02.23 1. The CPAs reporting audit fndings and key audit items of fnancial statements of 2022. 2. The CPA reports on 2023 planning stage, audit plan, and communication with governance units. 3. The CPA reports latest revisions to fnancial reporting and securities regulations, and wage guideline set by the Ministry of Labor. 4. The CPA reports that they must obtain approval from governance unit before providing audit clients with non-certifed services. 5. The CPA reports information of Audit Quality Indicators (AQIs). 6. Independent Directors’ suggestions: None. 7. Reporting to the Board of Directors after approval. |
|
| 2023.02.23 (Communication Meetings between Independent Directors and the CPA.) 1. The CPA reported on communications with governance units and communicated separately with Audit Committee members. 2. Summary of Independent Director’s remarks: Inquired on whether PwC Taiwan has conducted an audit on Jin Yuan President Securities Co., Ltd. The CPA replied: Jinyuan President Securities engages PWC China as its cooperating auditor. PWC China performs review procedures in the 1st and 3rd quarters, and audit procedures in the 2nd and 4th quarters. 3. Independent Directors’ suggestions: None. |
40
2023 Annual Report
III. Corporate Governance
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Date of meetings Communication and results of implementation
1. The CPAs reporting audit findings and key audit items of financial statements of 2023 Q2.
2. The CPAs reported matters on governance related to financial reporting that required communication in the first half of
2023.
2023.08.10
3. Introduction to the Auditors' Explanatory of the Tax Act and the IFRS Sustainability Disclosure Standard (S1/S2)
4. Independent Directors’ suggestions: None.
5. Reporting to the Board of Directors after approval.
1. The CPAs reporting audit findings and key audit items of financial statements of 2023.
2. The CPA reports on 2024 planning stage, audit plan, and communication with governance units.
3. The auditor explained the accounting treatment of carbon emission trading, important considerations for revising the
2024.02.23 Corporate Governance Evaluation System, and key factors for revising the Profit-Seeking Enterprise Income Tax Audit
criteria.
4. The CPA reports information of Audit Quality Indicators (AQIs).
5. Independent Directors’ suggestions: None.
6. Reporting to the Board of Directors after approval.
1. The CPA reported on communications with governance units and communicated separately with Audit Committee
members.
2. Summary of Independent Director’s remarks: Inquire about the Company's information security concerns and seek
professional advice from the CPA.
2024.02.23 The CPA replied: In recent years, the Company has to develop phased plans for EOS and other related matters due to the
(Communication Meetings issue of information security. As a result, the allocation of Company resources in response to these issues has become
between Independent more crucial. Furthermore, the sharing of relevant case studies with industry peers also provided for these issues.
Directors and the CPA.) 3. Independent Directors’ suggestions: Please ensure that the Chief Information Security Officer presents a project report at
the upcoming Strategy Development Committee meeting.
4. Implementation Status:
The Chief Information Security Officer had presented a project report at the Strategy Development Committee meeting
on April 25, 2024.
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Note: Major Resolutions during the Auditing Meetings in 2023 and 2024 to the publish date of the annual report: Executed according to the resolution of the Audit Committee.
==> picture [528 x 18] intentionally omitted <==
----- Start of picture text -----
Meeting Item Resolution
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| Meeting | Item | Resolution |
|---|---|---|
| 2023.02.23 The 9th Auditing Meeting of the 3rd Audit Committee |
1. Review of 2022 individual financial statements and the consolidated financial statements 2. Evaluation of the independence and competency of CPA. 3. Applications for pre-approval of non-certification services by certified public CPA. 4. Submitted the Overall implementation status for information security. 5. Outsourcing of ESG Reports. 6. Established an ESG Investment Management Policy. 7. Amendment to the Articles of Incorporation. 8. Report of 2022 Legal compliance risk evaluation. 9. Report of 2022 money laundering and terrorist financing risk assessment. 10. Statement of Internal Control over AML/CFT. 11. Submitted the Statement of the 2022 Internal Control System. 12. Amendment to Internal Control System. 13. Implementation and self-evaluation of the Principle of fair treatment to consumers from October to December in 2022. |
The Chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion. |
| 2023.04.21 The 10th Auditing Meeting of the 3rd Audit Committee |
1. Review of 2022 business report and earnings distribution proposal. 2. Amended the professional investor statement and the KYC review and management procedures. 3. Amendment to anti-money laundering and counter terrorist financing procedures and plans. 4. Execution of Sustainable Development Plan and Annual ESG Initiatives. 5. Revised the policies and strategy of the Principle of fair treatment of consumers. 6. Implementation of the Principle of fair treatment to consumers from January to March in 2023. |
The Chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion. |
| 2023.08.10 The 11th Auditing Meeting of the 3rd Audit Committee |
1. Review of 2023 Q2 individual financial statements and the consolidated financial statements. 2. Amendment to Internal Control System. 3. Amendment to Procedures for Handling Material Inside Information. 4. Renewal of liability insurance for Directors and important personnel. 5. Implementation of the Principle of fair treatment to consumers from April to June in 2023. |
The Chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion. |
41
President Securities Corporation
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----- Start of picture text -----
Meeting Item Resolution
----- End of picture text -----
| Meeting | Item | Resolution |
|---|---|---|
| 2023.10.26 The 12th Auditing Meeting of the 3rd Audit Committee 2023.12.07 The 13th Auditing Meeting of the 3rd Audit Committee 2024.02.23 The 14th Auditing Meeting of the 3rd Audit Committee 2024.04.25 The 15th Auditing Meeting of the 3rd Audit Committee |
1. Amendment to Internal Control System. 2. Amendment to the brokerage service fee rate and discount policy. 3. Amended the professional investor statement and the KYC review and management procedures. 4. Amendment to Anti-Money Laundering and Counter-Terrorist Financing Procedures and Plans. 5. Amendment to Corporate Governance Principles. 6. Implementation of the Principle of fair treatment to consumers from July to September in 2023. |
The Chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion. |
| 1. Reported on 2024 annual audit plan. 2. Establish Guidelines for Financial Business Operations with Related Parties. 3. Amendment to Internal Operating Procedures for the Emerging Stock Market. |
The Chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion. |
|
| 1. Review of 2023 individual financial statements and the consolidated financial statements. 2. Evaluation of the independence and competency of CPA. 3. Annual plan for promoting sustainable development and annual execution plans for ESG matters 4. Establish Procedure for Preparation and Assurance for Sustainability Report 5. Amendment to the Articles of Incorporation. 6. Amendment to the Audit Committee Charter. 7. Amendment to the Rules and Regulations for Board Meetings. 8. Report of 2023 Legal compliance risk evaluation. 9. Report of 2023 money laundering and terrorist financing risk assessment. 10. Report of 2023 statement of Internal Control over AML/CFT. 11. Submitted the Statement of the 2023 Internal Control System. 12. Amendment to Internal Control System. 13. Implementation and self-evaluation of the Principle of fair treatment to consumers from October to December in 2023. |
The Chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion. |
|
| 1. Amendment to Internal Control System. 2. Review of 2023 business report and earnings distribution proposal. 3. Application for Acquisition and Disposal of UPAMC ETF. 4. Amendments to the regulations on the management of credit transaction account securities quota. 5. Amendments to the statement of applicability of the information security management system. 6. Establishment of the reporting procedure for major incidents 7. Establishment of the guidelines for the implementation of Directors' education. 8. Relieved the non-compete limitation for the Directors. 9. Implementation of the Principle of fair treatment to consumers from January to March in 2024. |
The Chairman has the assent of all the members of the committee present voted in favor of the resolution without any objection and submitted it to the Board of Directors for discussion. |
D. Corporate Governance Implementation Status and Deviations from “the Corporate Governance Best -Practice Principles for TWSE/TPEx Listed Companies”
| Implementation Status | Implementation Status | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/ TPEx Listed Companies” and Reasons |
||
|---|---|---|---|---|---|
| Evaluation Item | Yes | No | Abstract Illustration | ||
| I. Does the company establish and disclose the Corporate Governance Best-Practice Principles based on “Corporate Governance Best- Practice Principles for TWSE/ TPEx Listed Companies”? |
✓ | In an effort to implement prudent corporate governance measures in line with the ''Principles for Corporate Governance for Securities Firms'' and with relevant laws and regulations, President Securities adopted such guidelines by the 13th meeting of the 9th Board of the company held on August 7, 2014, and will abide by said principles. The Principle was amended on November 8, 2023 for the fourth time. |
None |
42
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
II. Shareholding structure &
shareholders’ rights
A. Does the company establish an ✓ A. The Company has a spokesperson and shareholder service personnel None
internal operating procedure to process shareholders’ suggestions, questions, and disputes.
to deal with shareholders' 2. The Company has established an “Investor Section” and
suggestions, doubts, disputes “Investor Mailbox” on the Company website, which are run by
and litigations, and implement the spokesperson and dedicated personnel of the Administration
based on the procedure? Department. Shareholders’ suggestions or disputes are forwarded to
relevant departments for processing.
B. Does the company possess the ✓ B. PSC maintains close relationships with key shareholders and assigns None
list of its major shareholders as dedicated shareholder services personnel to continually monitor any
well as the ultimate owners of changes in the shareholdings of these key shareholders.
those shares?
C. Does the company establish and ✓ C. The finance and business of our company and its subsidiaries are None
in separate operation. In term of management right and obligation
execute the risk management
there is a clear line between our company and its subsidiaries.
and firewall system within its
All the relations and trades are dealt with in accordance with law.
conglomerate structure?
“Surveillance governing internal-control system for subsidiaries” has
also been set up as a controlling and governing mechanism for our
subsidiaries.
D. Does the company establish ✓ D. 1. In an effort to prevent insider trading and to protect the interests
internal rules against insiders of investors, we have adopted and implemented the “Material Event None
trading with undisclosed Internal Handling Procedures”, which outlines clear division of
information? responsibilities, adequate firewall and confidentiality procedures, the
disclosure of material events, educational guidance rules, etc.
2. In order to handle the conflict of interest among internal personnel
effectively and protect the rights of customers, the Company
introduced ''Rules for inspection activity on internal personnel
engaged in brokerage trading'' requiring the cross comparison of
brokerage trading 5 minutes prior to and after the brokerage trading
for personnel that have access to customer brokerage trading
details. In addition, inspections need to be undertaken on whether
or not there is any undisclosed information in the brokerage trading
engaged by the representative of companies or the companies he
represents to check for any abnormality.
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43
President Securities Corporation
==> picture [550 x 707] intentionally omitted <==
----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
III. Composition and
Responsibilities of the Board
of Directors
A. Does the Board develop and ✓ A. In order to increase the effectiveness of the Board of Directors and None
facilitate the healthy growth of its composition and structure, our
implement a diversified policy
Company has implemented a diversification policy in line with
for the composition of its
"Corporate Governance Best Practice Principles."
members?
Abiding by article 20 of our Principles for Corporate Governance,
in respect of the Company’s business development needs and
shareholders’ shareholding and practical operational needs. Propose
an appropriate diversification policy that includes the following two
dimensions to ensure that our Company's directors achieve specific
management objectives in terms of professionalism and diversity:
(1) Basic Conditions and Values: Gender, age, etc.
(2) Professional Knowledge and Skills: This section should include
information about professional background, such as law, accounting,
industry, finance, marketing or technology. It should also highlight
professional skills and industry experience.
Currently, there are 19 Directors in the Company, including 4
independent directors, backgrounds in finance, accounting, business
administration, law and investment, as well as rich industry
experience in securities and futures, mutual funds, food, retail, trade,
warehousing, technology, chemicals, optoelectronics.
The 4 independent directors accounting for 21% of total Directors and
are from the financial, business, legal, and industrial backgrounds;
amount of them, there’s 3 with a term of 4-6 years, and 1 with a term
of 7-9 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 8 female Directors
including 1 Independent Director, stand for 42% of total Directors.
Comprehensive Abilities
1. 2. 3. 4. 5. 6. 7. 8. 9.
Professional Operational Accoutning Operating Crisis Industrial International Leadership Decision- Risk
Name Gender Background Diverse Industry Judgement & Financial Management Management Knowledge Points of making Management
(Educational & Experience Analysis View Ability Konwledge
Experience) & Ability
Lin, Kuan- Commodities,
M Sports, Investment Securities and ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Chen
Futures
Liu, Tsung- Financial FMCG, Mergers
M and ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Yi Management Acquisitions
Financial
Chen, Kuo- Management
M ,Business Food, Investment ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Hui
Administration,
Investment
Hsieh Hung, F Business Retail, Biological ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Hui-Tzu Administration Technology
Business
Management,
Lu, Li-An F Financial & Finanace, Food, ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Investment Pharmacy
Management
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44
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
Comprehensive Abilities
1. 2. 3. 4. 5. 6. 7. 8. 9.
Professional Operational Accoutning Operating Crisis Industrial International Leadership Decision- Risk
Name Gender Background Diverse Industry Judgement & Financial Management Management Knowledge Points of making Management
(Educational & Experience Analysis View Ability Konwledge
Experience) & Ability
----- End of picture text -----
| Evaluation Item | Evaluation Item | Evaluation Item | Evaluation Item | Implementation Status | Implementation Status | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||||||||||||||
| Name Gender Professional Background (Educational & Experience) Diverse Industry Experience Comprehensive Abilities 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 |
||||||||||||||||
| Name | Gender | Professional Background (Educational & Experience) |
Diverse Industry Experience |
Comprehensive Abilities | ||||||||||||
| 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 |
||||||||
| Chen, Ching-Yi |
F | Economic, Finance |
Venture Capital, Electronic Technology,Food |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Chen, Yi-Ling |
F | Accounting, Management |
Food | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Teng, Wen- Hwi |
F | Business Administration, Education, Investment |
University Faculty, Trade, Investment |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Lee, Chi- Ming |
M | International Trade | Wholesale, Trade, Construction, Investment |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Chang, Ming-Chen |
F | Accounting, Management |
Investment | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Lee, Yee- Ching |
M | J.D. in Law | President of Investment Trust |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Lee, Shu- Fen |
F | Financial Management |
Material Industry | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Duh, Bor- Tsang |
M | International Business Administration |
Wholesale & Retail, Technical, Chemical Industry,Investment |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Lee, Tzong- Shiun |
M | Business Administration |
Trade, Transportation, Storage |
✓ |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Juang, Jing- Yau |
M | Financial Management |
Securities , Textile, Retail |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Liang, Yann-Ping |
F | Financial Management |
University Faculty, Investment Trust, Communication Media |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Pai, Chun- Nan |
M | Finance, Economic, Investment, Bank, Law |
Business Investment, Financial Investment, Securities, University Faculty |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Song, Yung- Fong |
M | Business Administration, Investment |
Telecommunications, Investment Banking, Securities |
✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||
| Horng, Yuan-Chuan |
M | Financial Management, Investment Management |
Steel | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
45
President Securities Corporation
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Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
B. Does the company voluntarily ✓ B. President Securities Corporation has already appointed independent None
establish other functional directors to its Board, established an audit committee, a remuneration
committees in addition to the committee, a risk management committee, and a strategic
Remuneration Committee and development committee.
the Audit Committee? 1. Based on the expertise, consistency, and time-based effectiveness
of the Company’s business, the Board of Directors has approved
the Articles of Organization developed by the Risk Management
Committee on June 26, 2008. The Committee has been established
within the Board of Directors to supervise day-to-day risk
management. The Committee is responsible for the following
duties:
(1) The establishment of risk management policies and the
organization and assignment of duties to related units within the
Company.
(2) The establishment of risk measurement standards for the
Company.
(3) The management of limits for the overall risk and departmental
risk of the Company.
2. The Risk Management Committee consists of minimum 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.
3. Strategy Development Committee: In order to strengthen the
medium and long-term strategic development and to deepen the
spirit of corporate governance, the Board of Directors resolved
the Strategic Development Committee Charter and established
Strategic Development Committee in the Board of Directors on
November 4, 2021.
(1) Overseeing the promotion and implementation of the
Company’s sustainable development and corporate governance
matters.
(2) To formulate medium and long-term business operation and
strategic development directions of the Company.
(3) Study medium and long-term organizational change and
transformation plan.
(4) Formulating the Company’s annual operation plan and budget
preparation.
C. Has the company formulated the ✓ C. In accordance with the “Code of Practice for Corporate Governance None
board’s performance evaluation of Securities Firms” and in line with the competent authority’s
measures and evaluation promotion of corporate governance, the Company has formulated the
methods? Does the company “Measures for Evaluating the Performance of the Board” on August
conduct annual and regular 29, 2018 and performed annual assessment. The Company regularly
performance evaluations and commissions an external independent professional institution or
report the evaluation results a team of experts and scholars for assessment at least once every
to the Board of Directors three years. The Company has engaged an external professional
while adopting the results institution-Taiwan Corporate Governance Association to conduct the
as a reference for individual assessment in 2023.
directors’ remuneration and The evaluation results of the self-assessment and external assessment
nomination for re-election? of the Board of Directors for this fiscal year will be explained
separately as follows.
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46
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
C. Has the company formulated the ✓ Self-evaluation of the Board of Directors: None
board’s performance evaluation 1. Assessment Period: July 1, 2022 to June 30, 2023.
measures and evaluation
2. Directors’self-assessment: The total number of self-assessment
methods? Does the company
items was 25, average score of each indicator ranges from 4.84
conduct annual and regular
to 5, in which 14 Directors received full marks of 5. The average
performance evaluations and
number of self assessment for 5 Directors was more than 4, and
report the evaluation results
the self-assessment results of all Directors were exceeding the
to the Board of Directors
standard.
while adopting the results
3. Functional committees’ self-assessment: The total number of self-
as a reference for individual
directors’ remuneration assessment items were 23, 20, 19 and 18 for the Audit Committee,
and nomination for re- the Remuneration Committee, Risk Management Committee
election? and the Strategic Development Committee, respectively, with
assessment scores of 5 points, 5 points, 5 points and 4.99
points, respectively, and the evaluation results of all functional
committees were exceeding the standards.
4. Board of directors’ self-assessment: Total assessment items are
40 items. In addition to "Directors Attending the Shareholders'
Meeting", this indicator received a score of 3 points, which is
meeting the standard. All the other items received 5 points, and
the total evaluation result exceeded the standard.
5. The results of the aforementioned Board performance assessment
were reported to the 13th meeting of the 12th Board of Directions
on November 8, 2022 for future refenerce.
External evaluation:
1. External Professional Organization for Evaluation: Taiwan Corpo-
rate Governance Association.
2. Rationale for independence of external organization: The Taiwan
Corporate Governance Association (TCGA) is an independent,
professional organization that evaluates and assesses the corporate
governance system and the performance of the Board of Directors.
With reference to the corporate governance principles issued by
the Organization for Economic Cooperation and Development
(OECD) in 2015, and taking into account the legal environment and
characteristics of Taiwanese companies, the association has been
providing corporate governance evaluation and assessment services
since 2005. Moreover, in 2016, it’s services had expanded to include
third-party evaluation of the Board of Directors' performance. To
date, it has served nearly 600 companies across various industries,
including public-owned enterprises, listed companies, over-
the-counter (OTC) companies, public offering companies and
private companies, with different ownership structures and board
compositions.
3. Evaluation Methods and Process:
(1) Assess the review period of data: September 1, 2022 to August
31, 2023.
(2) The Company carried out an online self-assessment procedure:
August 24, 2023 to September 1, 2023.
(3) The evaluation committee and commissioners of the Taiwan
Corporate Governance Association: September 12, 2023.
(4) On-site visit to the Company by the evaluation committee
and commissioners of the Taiwan Corporate Governance
Association: September 21, 2023.
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47
President Securities Corporation
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Implementation Status Deviations
from “the
Corporate
Governance
Best-Practice
Evaluation Item
Yes No Abstract Illustration Principles
for TWSE/
TPEx Listed
Companies”
and Reasons
C. Has the company formulated the ✓ 4. Content and Items of the Assessment None
board’s performance evaluation (1) Composition of the Board of Directors
measures and evaluation
(2) Teaching of the Board of Directors
methods? Does the company
(3) Authorization of the Board of Directors
conduct annual and regular
performance evaluations and (4) Supervision of the Board of Directors
report the evaluation results (5) Communication od the Board of Directors
to the Board of Directors
(6) Internal controls and risks management
while adopting the results
as a reference for individual (7) Self-Demanding of the Board of Directors
directors’ remuneration (8) Other things like meetings of the Board of Directors and
and nomination for re- System-supporting
election?
5. General Comments:
(1) Our Company's Chairman of the Board places great importance
on sustainable development. In response to the regulatory
authorities' initiative to publish the Sustainable Development
Action Plan for listed and OTC companies in 2023, we have
made efforts to significantly reduce the number of seats on
the Board of Directors. We plan to ensure that independent
directors account for at least one-third of the Board of Directors
in the upcoming election next year. The current composition
of the Board of Directors is diverse and professional, and the
independent directors are eager to shoulder their responsibilities.
They actively participate in and contribute to the board's
operations, which is commendable.
(2) Throughout the period under review, the Company held a series
of five separate meetings known as "Internal Control Deficiency
Review Meetings" between the audit officer and the independent
directors. These meetings included in-depth discussions
of the defect summary reports from internal audit findings
and regulatory correspondence announcements, Financial
Examination's deficiency and remediation reports, and other
communication matters.These discussions played a critical role
in effectively leveraging the Audit Committee's guidance and
oversight functions with respect to internal control systems and
financial statements.
(3) The Company attaches importance to sustainable development,
and in response to the development trend of the financial
industry and changes in the market environment. The Company
adheres to the sustainable management philosophy of "You
care, we act!"and continues to improve its operating strategies.
At present, we have established a Sustainable, Financially
Responsible Team led by the President, and formulated the
"ESG Investment Management Policy". The new policy requires
us to evaluate and identify risks based on ESG indicators prior
to investment, and regularly review the ESG performance
of our investment portfolio after investment. This helps to
implement the concept of sustainable financial management,
fully incorporate the ESG elements into the Company's
investment policy, and implement ESG concepts in our day-to-
day operations from top to down.
(4) The Company attaches importance to talent development and
has established the Brokerage Department Reserve Manager
Training Program. This program carefully selects individuals
with exceptional performance and strong business acumen.
Through apprenticeships, job rotations, mentor counseling, and
other "learning-by-doing" methods, we cultivate outstanding
talents' abilities in strategic thinking, team management,
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48
2023 Annual Report
III. Corporate Governance
Implementation Status Deviations from “the Corporate Governance Best-Practice Evaluation Item Yes No Abstract Illustration Principles for TWSE/ TPEx Listed Companies” and Reasons customer management, problem analysis and solving. By arranging complete training courses and diversified channels for further education as supplementation, the strength of sustainable development is cultivated proactively. (5) In 2019, the Company established a Corporate Governance Officer in accordance with the resolution of the Board of Directors. The Corporate Governance Officer is responsible for scheduling the meetings and agendas of the Board of Directors and functional committees, director training, and providing information, etc. Extensive communication takes place with the independent directors regarding the planning of Board meeting topics and schedules. Adjustments or additional explanations are provided in response to questions and opinions raised by the independent directors. This demonstrated the Company's respect for the independent directors, and its commitment to handling proposals with rigor, prudence and diligence.
C. Has the company formulated the board’s performance evaluation measures and evaluation methods? Does the company conduct annual and regular performance evaluations and report the evaluation results to the Board of Directors while adopting the results as a reference for individual directors’ remuneration and nomination for reelection?
-
Suggestion:
-
(1) The Company has established a "Strategic Development Committee," which is primarily responsible for overseeing the promotion and implementation of corporate social responsibility and governance issues. The Company has also established a Sustainable Development Integration Team under the President. It regularly reports to the Board of Directors on the results of sustainable development implementation, indicating that your Company's Board of Directors indeed attaches great importance to the issue of sustainable development. It is recommended that your company consider adding "Sustainable Development" to the name of the Strategic Development Committee, which appropriately demonstrate the company's determination and effectiveness in investing in sustainable development.
-
(2) The Company's Board of Directors has established a number of functional committees, and there is a great demand for the diversified professional knowledge and experience of the participating directors. Beside the selection and recruitment of directors should consider their diversified professional background knowledge and professional mix of industrial experience that required by your Company in the next stage, the appropriate arrangement of directors' refresher credit course can also strengthen the diverse capabilities of the directors.
-
(3) Regarding the training of newly appointed directors, although the Company has already provided a director's manual, it is recommended that the Company further develop a “Training System” for New Directors. (e.g., provide necessary documents, arrange presentations on the Company's overview and industry trends, and conduct discussions with key management personnel.) The aim is to assist new directors in quickly understanding the Company's operational status and fulfilling their directorial responsibilities. Additionally, it is suggested that the Company establish an " Material Contingencies Reporting Procedure" to strengthen the standards and processes for handling and reporting related matters. This will ensure that all board members can promptly grasp information on significant material contingencies.
The results of the aforementioned Board performance assessment were reported to the 13th meeting of the 12th Board of Directions on November 8, 2022 for future refenerce.
49
President Securities Corporation
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Implementation Status Deviations
from “the
Corporate
Governance
Best-Practice
Evaluation Item
Yes No Abstract Illustration Principles
for TWSE/
TPEx Listed
Companies”
and Reasons
C. Has the company formulated the Link between performance appraisal and remuneration of Directors
board’s performance evaluation and managers:
measures and evaluation 1. In accordance with Article 23 of the Company’s Articles of
methods? Does the company Incorporation, in order to motivate employees and the operation
conduct annual and regular team, after deducting employees’ and Directors’ compensation from
performance evaluations and current year net income before tax, the Company shall allocate no
report the evaluation results less than 1.6% of the residual amount as employees’ remuneration
to the Board of Directors and no more than 2% as Directors' remuneration.
while adopting the results
2. According to "Board of Directors Performance Evaluation
as a reference for individual
Measures", Directors’ emoluments are assessed by reference to
directors’ remuneration
the Directors’ level of participation in the Company’s operations
and nomination for re-
and their individual contribution to the Company’s performance,
election?
their familiarity with the Company’s objectives and missions,
knowledge of directors’ duties and responsibilities, involvement in
the Company’s operations, internal relationship management and
communication, the Directors’ professions and continuing education,
internal control and other items, the results of which are included
in the consideration of performance evaluation and remuneration
distribution.
3. Remuneration to Managers includes salaries and bonuses with
reference to industry standards, positions, grades, education, working
experience, professional skills and responsibilities, etc. The incentive
payments take into account the manager’s performance evaluation
items, which include financial indicators (business development
capabilities, such as revenue achievement rate, net profit after tax
achievement rate, market share or market ranking, etc.) and non-
financial indicators (staff management capabilities and improvement
in internal process, internal control and risk control capability).
The result of the evaluation will be included in consideration of
performance appraisal and compensation.
4. 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 is 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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50
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
D. Does the Board of Directors ✓ D. According to the regulation of corporate governance of securities None
regularly (at least one time a dealers, the Board evaluates and assigns the appointment of
year) evaluate the independence independent accountants annually based on Audit Quality Indicators
and suitability of CPAs based on (AQIs). According to article 46 and article 47 of Certified
AQIs and disclose the evaluation Public Accountant Act, “honesty, impartiality, objectivity and
in the annual report? independence,” the company sets up the independent items of
declaration, which issued by the certified public detached accountants
and offer Audit Quality Indicators (AQIs) to PricewaterhouseCoopers
Taiwan. Accountant Lin, Se-Kai, Chen, Li-Yuan, and Lo, Chiao-Sen
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 on May 3, None
an appropriate number 2019, that Assistant Vice President Chen, Nai-Chen at the President
of qualified personnel Office would be appointed as the Corporate Governance Officer
and appoint a corporate in charge of corporate governance-related affairs. Assistant Vice
governance officer in charge President Chen has served as a supervisor in President Office related
of matters related to corporate to corporate governance for more than three years, as set out in Article
governance? These matters 21 in accordance with Article 23 of the “Operation Directions for
include but are not limited Compliance with the Establishment of Board of Directors by TWSE
to providing directors and Listed Companies and the Board’s Exercise of Powers”. As a new
supervisors with information officer, she will complete 18 hours of professional training courses and
needed for the execution of at least 12 hours in a year in accordance with paragraph 2 article 24.
business, assisting directors The Company’s corporate governance-related affairs are handled and
and supervisors in complying completed by relevant departments collectively. Corporate governance-
with laws and regulations, related affairs (terms of reference) shall include matters related to
handling matters related to holding of meetings of the Board of Directors and shareholders’
the board of directors and meetings, minutes recording for meetings of the Board of Directors and
the shareholders’ meetings in shareholders’ meetings, assistance to Directors with taking office and
accordance with the related continuous education and training, provision of information required
laws, handling company for the Directors to conduct business, assistance to Directors with
registration and registration compliance, review of the legal qualifications of independent directors
changes, and keeping minutes (already presented at a Board meeting in 2023.03.08 and 2023.11.08)
of the board of directors and and handling of matters related to the change of directors (resignation
the shareholders’ meetings. or reassignment of representatives) and other matters set out in the
Company’s Articles of Incorporation or contracts.
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51
President Securities Corporation
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Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
IV. Does the company designate Key points for business execution in 2023:
an appropriate number 1. Matters related to meetings of the Board of Directors and
of qualified personnel shareholders’ meetings in accordance with the law.
and appoint a corporate 2. Minutes recording for meetings of the Board of Directors and
governance officer in charge shareholders’ meetings.
of matters related to corporate
3. Assistance to the directors in compliance matters and in continuing
governance? These matters education.
include but are not limited
4. Provision of the information required for the Directors to conduct
to providing directors and
business.
supervisors with information
needed for the execution of 5. The legal qualifications of independent directors.
business, assisting directors 6. Other matters set out in the Company's Articles of Incorporation or
and supervisors in complying contracts.
with laws and regulations,
Status of continuing education and training: A total of 18 hours of
handling matters related to
training was provided during the year. Please refer to the table below.
the board of directors and
the shareholders’ meetings in
accordance with the related
laws, handling company
registration and registration
changes, and keeping minutes
of the board of directors and
the shareholders’ meetings.
Date Organization Course Credit(s) IndividuallCredit(s) from y Traning
2023.04.27 Taiwan Stock Exchange Sustainable Development Action Plans for TWSE and TPEx 3
Listed Companies Seminar
Legal compliance and legal responsibilities of directors and
2023.05.04 Taiwan Institute of Directors 3
supervisors under corporate governance 3.0
2023.08.24 Taiwan Institute of Directors Analysis of international climate change development trends and 3 18
practical cases
2023.09.04 Financial Supervisory Commission 14th Taipei Corporate Governance Forum 6
Fifth Session of the 2023 Year Corporate Governance Practical
Institute of Financial Law and
2023.11.03 Crime Prevention Workshop - Principles of Fair Customer Treatment in the 3
Financial Services Industry
V. Does the company establish a ✓ The Company has established a dedicated Stakeholder section on its None
communication channel and website that provides the result of sustainable development in recent
build a designated section on years and channels of communication with stakeholders. The Company
its website for stakeholders, appropriately responds to important sustainable development topics of
as well as handle all the issues concern of all stakeholders. The Company has set up communication
they care for in terms of mailbox and hotline for different stakeholders as a communication
sustainable development? channel. Dedicated personnel are responsible for managing the mailbox
and hotline intends to facilitate the smooth and speedy dissemination
of opinions. Morover, it also highlights our sustainability achievements
in recent years in this area. The communication status and results with
stakeholders will be reported to Board of Directors on annual basis. The
communication status and results with stakeholders were reported to the
Board of Directors on August 24, 2023.
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52
2023 Annual Report
III. Corporate Governance
Implementation Status Deviations from “the Corporate Governance Best-Practice Evaluation Item Principles Yes No Abstract Illustration for TWSE/ TPEx Listed Companies” and Reasons
V. Does the company establish a communication channel and build a designated section on its website for stakeholders, as well as handle all the issues they care for in terms of sustainable development?
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 season 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 and large-scale family day events. The Company also announces internal news reports to facilitate bilateral communication and interaction.
-
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.
-
D. Suppliers
Issues concerned: ethical business operation, risk control/auditing, and brand image
Communication methods:
-
(1) The Company organizes periodic price negotiation meetings, announces information on the public tendering information section on the official website, and organizes public tendering briefings.
-
(2) According to the "Regulations for the Procurement and Purchasing Management" revised in 2023, supplier collaboration is conducted through selection and evaluation. The assessment categories include annual assessment, acceptance assessment, incident assessment and sustainability assessment. The results can be divided into three levels of suppliers, namely levels A, B, and C, which are used as the basis for future cooperation.
53
President Securities Corporation
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Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
V. Does the company establish a (3) The Company cooperates with suppliers to jointly commit
communication channel and to fulfilling sustainable development. The materials used in
build a designated section on decoration construction and equipment procurement must be green
its website for stakeholders, building materials and equipment with environmental protection
as well as handle all the issues labels to increase the Company’s dedication to environmental
they care for in terms of protection, energy conservation, and carbon emissions reduction.
sustainable development?
E. Competent authority
Issues concerned: ethical business operation, corporate governance,
transparency and disclosure of information, financial and capital
market functions maintenance, and financial inclusion, and
compliance of regulation.
Communication methods:
The Company participates in courses and seminars organized by
the government. We also actively collaborate with the competent
authorities in the execution of their business.
F. Community/NGO
Issues concerned: social welfare, responsible Investment/sustainable
finance, and environmental protection
Communication methods: Each year, we host philanthropic events
and partner with various charitable organizations, combining our
internal and external resources to address societal needs through
tangible actions.
VI. Does the company appoint ✓ Affairs of shareholders' meetings are handled by the Shareholder None
a professional shareholder Services Department of the Company; the Department obtained the
service agency to deal with certification of the Professional Shareholder Services Institution from
shareholder affairs? Taiwan Depository & Clearing Corporation (TDCC).
VII. Information Disclosure
A. Does the company have a ✓ A. On President Securities Corporation website, we have disclosed None
corporate website to disclose the Company’s financial and business information, and corporate
both financial standings and the governance. We also post periodical and non-periodical financial and
status of corporate governance? operational information on the government-operated MOPS website.
B. Does the company have B. Our company has assigned a spokesperson to be responsible for
other information disclosure ✓ providing information to shareholders and investors. On our website None
channels (e.g. building an where investors and shareholders can obtain information on the
English website, appointing following:
designated people to handle (1) Company introduction in English and Chinese.
information collection and
(2) Disclosure of company’s financial and business information, and
disclosure, creating a spokesman
corporate governance.
system, webcasting investor
conferences)? (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.
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54
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
C. Does the company announce ✓ C. The Company has completed the annual financial report filing Based on the
and release its annual financial within the required 75-day period after the end of the fiscal year, as evaluation, to
report within two months after stipulated by the Financial Supervisory Commission’s requirement disclose financial
the end of the fiscal year, and for listed companies with a capital of over 10 billion. information in
announce and release financial the financial
reports for the first, second, and report fully and
third quarters and operating correctly, it is
conditions of each month earlier not yet possible
that the required date? to complete its
report in two
months with
the currently
available human.
VIII. Is there any other important ✓ A. Environmental Protection Measures None
information to facilitate President Securities operate financial services and, therefore, does
a better understanding of not produce any environmental pollutants or waste.
the company's corporate
B. Investor relations
governance practices (e.g.,
including but not limited to Our company has assigned a spokesperson to be responsible for
employee rights, employee providing information to shareholders and investors, and to post
wellness, investor relations, periodical and non-periodical financial and operational information
supplier relations, rights of on the government-operated MOPS website. The Company
stakeholders, directors' and established “the investor section” on our website to provide investors
supervisors' training records, with transparent and comprehensive information. The company
the implementation of risk will continue to strengthen investor relations and maintain good
management policies and communication and interaction with investors.
risk evaluation measures, the C. Employee rights and wellness
implementation of customer
(1) To boost work efficiency and solidarity among our employees,
relations policies, and
we place particular emphasis on benefits programs and labor
purchasing insurance for
relations, and thus ensure employee welfare in a comprehensive
directors and supervisors)? 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 and collect issues of concern of
our stakeholders, and review whether our activities respond to
stakeholders. 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. The
communication status and results with stakeholders will be reported
to Board of Directors on annual basis. The communication status
and results with stakeholders were reported to Board of Directors on
August 24, 2023.
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55
President Securities Corporation
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Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
VIII. Is there any other important E. Customer policy
information to facilitate (1) Policy: “3 Goods and 1 Fair” ─ “Good Quality” , “Good
a better understanding of Credibility” , “Good Service”, and “Fair Price”. This is combined
the company's corporate with “Professional Leadership, Kind Service”, in providing all
governance practices (e.g., customers with comprehensive services.
including but not limited to
(2) Implementation: We have established a Customer Services
employee rights, employee
Department—The Customer Service Center, providing customer
wellness, investor relations,
complaint channels, dedicated hotline and personalized service
supplier relations, rights of
to address customer issues; also, offering relevant product risk
stakeholders, directors' and
warnings reminder on the mailed customer statements.
supervisors' training records,
the implementation of risk F. Directors training: The Company's Directors shall carry out
management policies and independent studies and the Company shall also organize related
risk evaluation measures, the corporate governance courses periodically and invite all Directors to
implementation of customer participate in the courses. Take 2023 for example, in addition to the
relations policies, and Directors’ individual training courses, the Company cooperated with
purchasing insurance for the Taiwan Institute of Directors to jointly organize classes for all
directors and supervisors)? directors and managerial officers of the Company. Lawyer Rebecca
Hsiao, Lee and Li, Attorneys-at-Law. gave a lecture on "Legal
compliance and legal responsibilities of directors and supervisors
under corporate governance 3.0" in May. In addition, Shu Sheng
,Pu, general manager of British Standards Institution north-east
Asia, gave a lecture on "Analysis of international climate change
development trends and practical cases" in August, to enable the
Directors to further understand the spirit of corporate governance
and practice. For details of the Directors' on-the-job training in
2023, please refer to Chapter 3 XI. Directors and Corporate Auditors
Training.
G. Implementation status for Risk Management Policy and
Measurement:
(1) Risk Management Policy
i. Ensure that we can operate various types of business from
a position of solid risk management. Using reasonable risk
tolerance levels, continue to enhance profitability, create
shareholder value, and achieve return on capital targets.
ii. Set well-defined risk controls for every business area, implement
risk management checks and balances, set clear obligations for
each department so as to enhance risk management effectiveness
by breaking it down into manageable pieces.
iii. Our risk management operations take into accounts all key forms
of risk: market risk, credit risk, liquidity risk, operational risk,
legal risk, model risk, reputational risk, climate 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:
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56
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
VIII. Is there any other important Market risk measurement
information to facilitate i. We use RiskMetrics market risk management system to manage
a better understanding of our company’s exposure to market risk. In addition to producing
the company's corporate daily risk value tables, we perform simulation analysis and
governance practices (e.g., historical analysis so as to supplement missing risk values.
including but not limited to
ii. We evaluate the completeness of our evaluation models on
employee rights, employee
various business mareas, and review the assumptions, parameters,
wellness, investor relations,
and data used for various product models, and then test that the
supplier relations, rights of
models for the various products are reasonable.
stakeholders, directors' and
supervisors' training records, iii. We evaluate the effectiveness of risk control models: regularly
the implementation of risk perform backtesting to ensure the effectiveness of the models
management policies and used.
risk evaluation measures, the Credit risk measurement
implementation of customer
i. Our company undergoes credit rating evaluations from Moody’s,
relations policies, and
Standard & Poor’s, Fitch, Taiwan Ratings Corp, and TCRI.
purchasing insurance for
ii. Trading counterparty credit risk: we assess our company’s
directors and supervisors)?
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.
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.
Climate risk measurement
i. Climate risk assessment method and process: Using risk matrix
to identify and evaluate the level of climate risks, prioritizing
risks, and defining significant climate risks. The climate risk
assessment method should take into account relevant regulations
and internationally recognized standards.
ii. Identify the correlation between climate risks and other risks,
such as credit risk, market risk, operational risk, and liquidity
risk.
iii. Risk identification and assessment: Identifying and assessing the
degree of impact, probability, and potential risks to operational
activities caused by climate events.
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57
President Securities Corporation
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Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
VIII. Is there any other important (3) Risk Management
information to facilitate i. Our risk management takes into account market risk, credit
a better understanding of risk, liquidity risk, operational risk, legal risk, model risk,
the company’s corporate reputational risk, and climate risk, etc., for both on-balance sheet
governance practices (e.g., business and off-balance sheet businesses.
including but not limited to
ii. Each day, every level of operations, every manager, and every
employee rights, employee
trader is given fresh figures on position risk and key sensitivity
wellness, investor relations,
values. Through this, the company’s risk controls and trading
supplier relations, rights
strategies can be properly analyzed and necessary alerts can
of stakeholders, directors’
initiated. Setting risk control guidelines for each level of
and supervisors’ training
operations allows for comprehensive monitoring of risk.
records, the implementation
of risk management (4) Our Risk Management Organization
policies and risk As part of our risk control measures, we have created an
evaluation measures, the independent risk control department and constructed an
implementation of customer integrated risk control architecture that encompasses all facets
relations policies, and of the organization, including the Board of Directors, the Risk
purchasing insurance for Management Committee, the President Office, the Assets/
directors and supervisors)? Liabilities Management Committee, the Risk Control Office, the
Auditing Office, the Compliance Division, the Finance Department,
the Business units, Settlement & Clearing Department and the
General Affairs 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.
ii. Risk Management Committee: Is a functional 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.
iii. President Office: Supervises the daily implementation of all of
the company’s risk management operations and authorizes any
exceptions to the risk management protocols.
iv. Assets/Liabilities Management Committee: Controls the
company’s overall asset structure, authorizes trading limits for
businesses collects and analyzes domestic and international
interest rates, exchange rates, and economic changes.
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.
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58
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
Implementation Status Deviations from
“the Corporate
Governance
Best-Practice
Evaluation Item Principles
Yes No Abstract Illustration for TWSE/
TPEx Listed
Companies” and
Reasons
VIII. Is there any other important vii. Compliance Division: Implements legal risk controls and
information to facilitate ensures that all businesses and risk management operations are
a better understanding of in compliance with relevant laws and regulations. Compliance
the company’s corporate Division concurrently is responsible for anti-money laundering
governance practices (e.g., and counter terrorist financing, developing relevant regulations
including but not limited to and systems, monitoring internal control and transactions,
employee rights, employee supervising the implementation by business units, holding training
wellness, investor relations, sessions, and reporting cases suspicious of money laundering.
supplier relations, rights
viii. Finance Department: Monitors capital adequacy rates and
of stakeholders, directors’
liquidity risks, and analyzes the company’s asset/liability
and supervisors’ training
structure and other key financial ratios.
records, the implementation
of risk management ix. Business units: Based on the company’s risk management
policies and risk policies and regulations sets risk management guidelines for
evaluation measures, the various businesses, and produces a report on abnormal risk
implementation of customer items for the Risk Control Office.
relations policies, and x. Settlement & Clearing Department: Implementation of risk
purchasing insurance for control and management for settlement, clearing, and short-sale
directors and supervisors)? business operations. Implementation of risk management and
business department risk management for transactions.
xi. General Affairs Department: Greenhouse gas inventory and
management, resource sustainability management, responsible
procurement, and supplier management.
H. President Securities Corporation has already purchased liability
insurance from ACE insurance and AIG Asia Pacific Insurance Pte.
Ltd. for all of its directors, and key employees (Policy Value: US$10
million; Policy Term: September 1, 2023, to September 1, 2024).
IX. The improvement status ✓ In the Corporate Governance Evaluation of 2023, the Company's final None
for the result of Corporate evaluation score was 95.02, placing the Company between 6% and 20%
Governance Evaluation of the total listed companies. In the previous evaluation, for any items
announced by Taiwan Stock where the Company did not gain any points. For example, factors to
consider include whether the Board of Directors has more than one-third
Exchange.
of its members as independent directors, whether the Audit Committee
approves the company's mid-term financial statement, and whether
resources are allocated to support domestic cultural development
projects; and so forth, the Company has actively adjusted its operational
policies to improve the effectiveness of corporate governance to achieve
the goal of sustainable business management of the Company.
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59
President Securities Corporation
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 61 of the Annual Report for the information on the operations.
1. Information Regarding Remuneration Committee
| Title | Criteria Name |
Professional Qualifcation Requirements and Work Experience | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Remuneration Committee Member |
|
|---|---|---|---|---|---|
| Independent Director (convener) |
Pai, Chun- Nan |
I graduated from the Institute of Economics at National Taiwan University and hold a Ph.D. in Law from the Chinese Culture University; I have provided services in public and private enterprises for over 40 years and hold teaching position at National Taiwan University, National Taiwan Normal University, Soochow University, and Fu Jen University for teaching fnancial and economic courses. Currently, I am the Vice Chairman of China Petrochemical Development Corporation, the Company's Independent Director , and a member of the Audit Committee, Remuneration Committee, and Risk Management Committee (also the convenor). I do not meet any of the conditions defned in Article 30 of the Company Act. |
1. The Director, its spouse, or its relatives within the second degree of kinship not being a Director, supervisor, or employee of the Company or its afliates. 2. The Director, its spouse, or its relatives within (or under other's names) the second degree of kinship has no shareholding in the Company. 3. Not being a director, supervisor, or employee of any company with particular relationships with the Company. 4. No compensation received from providing business, legal, fnancial, and accounting services to the Company or its afliates for the past two years. 5. According to the above, I complied with the independence criteria. |
0 | |
| Independent Director |
Liang, Yann- Ping |
I have over fve years of working experience and professional fnancial and economics, as well as accounting expertise; I graduated from the George Washington University with an MBA, and possess extensive working experience in fnancial practices; I held positions as the Vice President of Hua Nan Investment Trust and Vice President of Polaris Securities Investment Trust; currently, I am the Associate Professor of Department of Finance at Shih Hsin University, Independent Director of President Securities Corporation, and a member of the Audit Committee, Remuneration Committee, and Risk Management Committee. Not been a person of any conditions defned in Article 30 of the Company Act. |
1. The Director, its spouse, or its relatives within the second degree of kinship not being a Director, supervisor, or employee of the Company or its afliates. 2. The Director, its spouse, or its relatives within (or under other's names) the second degree of kinship has no shareholding in the Company. 3. Not being a director, supervisor, or employee of any company with particular relationships with the Company. 4. The compensation received from providing business, legal, fnancial, and accounting services to the Company or its afliates for the past two years was NT$0. 5. According to the above, I complied with the independence criteria. |
0 | |
| Independent Director |
Horng, Yuan- Chuan |
I have over fve years of working experience in fnance and accounting; I graduated from the Department of Economics, Soochow University; currently, I am the Independent Director of Himax Technologies, Inc.; I held positions as the Vice President of Finance Division of China Steel Corporation and Chairman of Gains Investment Corp.; I am the Company's Independent Director, and a member of the Audit Committee, Remuneration Committee, and Risk Management Committee. |
1. The Director, its spouse, or its relatives within the second degree of kinship not being a Director, supervisor, or employee of the Company or its afliates. 2. The Director, its spouse, or its relatives within (or under other's names) the second degree of kinship has no shareholding in the Company. 3. Not being a director, supervisor, or employee of any company with particular relationships with the Company. 4. Not provided business, fnancial, and accounting services to the Company or its afliates for the past two years. The compensation was NT$0. 5. According to the above, I complied with the independence criteria. |
1 | |
| Independent Director |
Song, Yung- Fong |
I have over 30 years of working experience and professional business management, business, legal, and accounting expertise; I graduated from The University of Iowa; after graduating with MBA, I held management positions in major investment banks or foreign-invested banks worldwide, such as holding positions as Vice President, Managing Director, and Executive Director at BNP Paribas Taiwan, Goldman Sachs (Asia), SG Warburg Securities Ltd. Taiwan, Deutsche Bank Taiwan, ABN AMRO Bank (Taipei Branch), and CIMB Securities, Taiwan, and became the CIO and Executive Vice President of Chunghwa Telecom Co., Ltd. in 2017. Currently, I am the Company's Independent Director and a member of the Audit Committee, Remuneration Committee, and Risk Management Committee. |
1. The Director, its spouse, or its relatives within the second degree of kinship not being a Director, supervisor, or employee of the Company or its afliates. 2. The Director, its spouse, or its relatives within (or under other's names) the second degree of kinship has no shareholding in the Company. 3. Not being a director, supervisor, or employee of any company with particular relationships with the Company. 4. The compensation received from providing business, legal, fnancial, and accounting services to the Company or its afliates for the past two years was not more than half a million. 5. According to the above, I complied with the independence criteria. |
0 |
60
2023 Annual Report
III. Corporate Governance
2. Operations of the Remuneration Committee
-
(1) The committee is composed of four members.
-
(2) Term of the committee members: From July 28, 2021 through July 20, 2024. The Remuneration Committee met 5 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 5 0 100% Reappointment on 2021.7.28 |
|||||
| Member Liang, Yann-Ping 5 0 100% Reappointment on 2021.7.28 |
|||||
| Member Horng, Yuan-Chuan 5 0 100% Reappointment on 2021.7.28 |
|||||
| Member Song, Yung-Fong 5 0 100% Reappointment on 2021.7.28 |
|||||
| 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. |
(3) 2023 remuneration committee proposal discussion and resolution:
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Remuneration Committee Item Resolution
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| Remuneration Committee | Item | Resolution |
|---|---|---|
| 2023.02.23 The 10th Meeting of the 5th Remuneration Committee |
1. The proposal for 2022 bonus distribution ratio for employees and directors. 2. The proposal for 2022 bonus allocation for employees and directors. |
Proposal 1~2: 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. |
| 2023.04.21 The 11th Meeting of the 5th Remuneration Committee |
1. Amendment to the Regulations Governing the Board Performance Evaluation. 2. Change of managers. 3. Amendment to Guidelines for Implementing the Company's Accountability System. 4. Dismissal of consultant. 5. The proposal for 2022 bonus distribution to employee and managerial officers. |
Proposal 1~5: 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. |
| 2023.08.10 The 12th Meeting of the 5th Remuneration Committee |
1. Change of managers. 2. Periodic review and evaluation of the policy and structure of the remuneration provided to the Company's Directors. |
Proposal 1~2: 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. |
| 2023.10.26 The 13th Meeting of the 5th Remuneration Committee |
1. Change of managers. | 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. |
| 2023.12.07 The 14th Meeting of the 5th Remuneration Committee |
1. Change of managers. 2. Periodic review and evaluation of the policies and structure of the remuneration to the Company's senior executives and managerial ofcers. |
Proposal 1~2: 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. |
61
President Securities Corporation
F. Sustainable development and Deviations from “ Sustainable Development Best Practice Principles for TWSE/GTSM Listed Companies ”
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
I. Has the company established a ✓ The Company’s SD was implemented by the Management Department None
dedicated unit or appointed a where SD integration teams are formed in 2018. Based on the
unit for promoting SD? Is the content of the work, the Company has established five task forces,
unit authorized by the Board namely Corporate Governance, Customer Service, Employee Care,
of Directors to implement SD Environmental Protection, and Social Engagement. These teams are
activities at upper management responsible for formulating and implementing policies, systems, or
levels? Does the unit report the related management policies and specific promotion plans for corporate
progress of such activities to sustainable development, and have formulated a "Code of Practice for
the Board of Directors? Sustainable Development" as approved by the Board of Directors. The
Sustainable Development Integration Team holds regular quarterly
integration meetings to set objectives, exercise control and review
performance in each area of sustainable development, and regularly
compiles the results of the implementation of each relevant unit and
submits them to the Board of Directors on a quarterly basis.
The content includes: (1) identifying sustainability issues that
require attention and formulating corresponding action plans; (2)
revising sustainability-related goals and policies; (3) overseeing the
implementation of sustainable operations, and planning and evaluating the
execution progress.
Additionally, the year's sustainable development performance execution
was compiled into a sustainability report. The Chairman of the Board
reviewed this Report before it was submitted and publicly announced.
In 2021, a Strategic Development Committee was established in the
Board of Directors to supervise the promotion and implementation of
corporate social responsibility and corporate governance. The "Report
on Sustainable Development in FY 2023" was submitted on December
7, 2023. The Board of Directors oversees our company's implementation
of sustainable development. In addition to approving the Sustainable
Development Goals, the Board of Directors receives quarterly reports of
promoting sustainable development and ESG issues from the Sustainable
Development Integration Team.
The content includes: (1) identifying sustainability issues that
require attention and formulating corresponding action plans; (2)
revising sustainability-related goals and policies; (3) overseeing the
implementation of sustainable operations, and planning and evaluating the
execution progress.
The reports were submitted to the Board of Directors on May 4, 2023,
August 24, 2023, November 8, 2023, and March 4, 2024, respectively.
For the execution status, please refer to the ESG Report and the
"Corporate Sustainability Development" section on the Company's
website.
II. Does the company conduct ✓ In accordance with the GRI guidelines, our company identifies material None
risk assessments related sustainability topics through a series of processes, including collecting
to environmental, social, sustainability issues, conducting impact assessments and confirming
and corporate governance material topics. We develop a list of material topics by considering
issues that are related to sustainability trends, both domestically and internationally, as well as
the company’s operations in the priorities of regulatory authorities. The internal impact assessment is
accordance with the materiality conducted by the Sustainability Integration Team to assess the impact of
principle, and formulate various sustainability issues on our business operations. Once material
relevant risk management issues are identified, we develop relevant policies, management guidelines
policies or strategies? and objectives, as detailed in the SD report.
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62
2023 Annual Report
III. Corporate Governance
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
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
documents and risk notices required by the appropriate authorities for opening accounts remotely, conducting various transactions directly on mobile
Climate 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
Environment change andenvironmental protection not be affected by climate change and other related events or disasters. As for the Company's operations, the Company will comprehensively review business processes, building materials with green building materials label certification, convert administrative forms into electronic documents, purchase
environmentally-friendly labeled products, phase out older energy-consuming equipment and energy-saving lighting year by year to reduce energy
consumption, streamline energy expenditures, improve operational efficiency, 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 class-2 manager of Occupational safety and health affairs, 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 71 employees have obtained first-aid safety and health education along with
training certificates 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 (enhance) every three years (2016, 2019, 2022 and 2023) 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, 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.
III. Environmental Issues
A. Does the company endeavor ✓ A. The Company is a financial services industry with no pollution and None
to utilize all resources more waste generated from manufacturing activities. The main source
efficiently and use renewable of greenhouse gas emissions is purchased electricity consumption.
materials which have low impact In order to implement environment protection and carbon emission
on the environment? reduction, the Company has implemented several energy consumption
equipment replacement projects.In order to protect the natural
environment, demonstrate the organization's improved environmental
performance, achieve a balance between the environment, society, and
the economy, and to achieve social expectations related to sustainable
development, transparency, and responsibility, the Company started
to implement ISO 14001 environmental management system since the
second half of 2021. The environmental operation control procedure
was established, implementing, maintaining, periodically reviewing,
and communicating with internal and external stakeholders within
defined scope. In 2022, we achieved the ISO 14001 environmental
management system certification through SGS verification. The
certification is valid from June 14, 2022 to June 14, 2025.
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63
President Securities Corporation
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
B. Does the company establish ✓ B. The Company spares no efforts in supporting green environment None
proper environmental protection. In order to implement the sustainability policy of
management systems based waste reduction, the Company placed resource recycling bins at
on the characteristics of their every floor of the Company and strictly and completely enforced
industries? garbage sorting and recycling. In addition, the Company purchases
products that have energy conservation labels, environmental
protection labels, green building materials labels and so on to reduce
the impact of the Company’s operation on the environment and
society. In terms of environmental protection and waste reduction,
the Company enhanced the promotion of resource recycling,
digitalization of various forms in offices, and external paperless
policies, such as the implementation of customer e-statements and
electronic order placement. In order to achieve the Company's goal
of environment protection, energy saving, and carbon emission
reduction.
In 2022, the Company’s headquarters were 27,700 kg of recyclable
paper and there were 25,400 kg of recyclable paper in 2023. Paper
has reduced 2,300 kg comparing to previous year, which is a
reduction of 12,167 kg carbon emission.
The inventory of greenhouse gas emissions was expanded to include
branches in 2023, the Company were 26,807 kg of recyclable paper
and 71,598 kg of non-recyclable trash.
In 2023, the Company has purchased NT$22,591,679 green
construction materials, including the information equipment cost
NT$11,262,529 and the cost of green building materials was
NT$2,537,649.
In terms of renewable energy, we began planning for green power
procurement in 2023, starting with an analysis of our own electricity
consumption and evaluating the green power procurement rate on a
yearly basis. Our objective is to increase the portion of the company's
green power to 15% by 2030. In 2023, we procured 60,000 kilowatt-
hours of green power and the wheeling was starting from May, 2024.
C. Does the company evaluate the ✓ C. In response to the effects of extreme climates on the planet, None
current and future potential risks introduced 14001 Environmental Management System which
and opportunities created by identified “climate change and environmental protection” as
climate change for the company the risk of all environmental aspects of President Securities
and take measures to respond to Corporation. We are considering how to respond to climates and
climate-related issues? how to convert risk factors into business opportunities for President
Securities Corporation! Low-carbon transformation has become
the opportunities of the Company’s policy on environmental
sustainability. We devote ourselves to the development of
digital financial management to achieve the goal of low-carbon
transformation. Formulate action plans for paperless operations.
In response to the government’s energy and environmental
policies and regulations, we will strive to achieve sustainable
environmental development. The Company formulated the
environmental management action plan, including the aspects
of energy management, planned the lighting replacement plan,
equipment maintenance and inventory check in noise control aspect,
establishment of replacement standard to gradually replace air-
conditioning equipment.We will carry out various regular reviews to
continuously improve our performance as related to environmental
issues. We are committed to providing relevant resources designed
to continue to promote the following environmental policies.
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2023 Annual Report
III. Corporate Governance
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
C. Does the company evaluate the 1. Develop a digital financial system to reduce the generation of a
current and future potential risks carbon footprint.
and opportunities created by 2. Require the purchase of green-marked products and strictly
climate change for the company request procurement of local products.
and take measures to respond to
3. Promote environmental protection management policies regularly
climate-related issues?
and continue to improve our commitment to the environment
and wise energy use. In June 2023, the Company issued the first
"Report on Climate Change Financial Disclosures" and disclosed
it on official website, demonstrating the Company's emphasis on
the climate change management issues.
D. Has the company measured its ✓ D. In an effort to reduce our carbon footprint, the Company adheres to None
greenhouse gas emissions, water government policies on indoor climate controls, as well as removing
consumption, and total weight and replacing outdated equipment with more energy-efficient
of waste in the past two years, models, followed-up by regular inspections. In order to conserve
and formulated policies related energy as well as to reduce carbon and greenhouse gas emissions,
to energy conservation, carbon when preparing annual budgets, the Company includes the costs
reduction, greenhouse gas of water and electricity that affect greenhouse gas emissions in the
reduction, water consumption, or management report. The company regularly encourages employees
other waste management? to reduce the use of elevators as much as possible and adjusts water
pressure to reduce water consumption. In order to effectively control
greenhouse gas emissions, the Company conducts greenhouse gas
inventories in accordance with ISO 14064-1:2018 and tracks the
relevant data. Through the process and results of the inventory, the
Company was able to obtain a solid understanding of its greenhouse
gas emissions, expand the scope of the inventory to include branches
and subsidiaries in Taiwan in 2022. With the base year of 2023,
the goal of reducing greenhouse gas emissions in Scope 1 and 2 is
1% in 2025, and 2% in 2030. We will continue to promote various
measures to reduce environmental impacts, endeavor to reduce
greenhouse gas emissions, and move toward the establishment of a
green organizational culture.
In 2022, the Company’s headquarters consumed 13,839 cubic
meters of water which accounts for 766.68 kg carbon emissions, and
2,548,727 kilowatt-hours of electricity which accounts for 1,297,302
kg emissions. In 2023, the Company’s headquarters consumed 15,783
cubic meters of water which accounts for 874.3 kg carbon emissions,
and 2,596,602 kilowatt-hours of electricity which accounts for
1,282,721 kg emissions (Has not yet been externally verified in the
fisical year of 2023).
In 2023,the Company's total water consumption is 28,751 cubic
meters and the per capita water consumption is 20.36 cubic meters.
The total power consumption is 5,646,781 kWh and the per capita
power consumption is 3,999.14 kWh.
Energy Statistics 2022 2023
Total external power
5,800,981 5,646,781
consumption (kWh)
per capita 4,034.06 3,999.14
A decrease of 0.87% in per capita power consumption
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65
President Securities Corporation
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
D. Has the company measured its ✓ None
Energy Statistics 2022 2023
greenhouse gas emissions, water
consumption, and total weight Total company vehicle gasoline
16,260.18 14,366.29
of waste in the past two years, consumption (liter)
and formulated policies related
Total diesel consumption (liter) 480.7 984.8
to energy conservation, carbon
reduction, greenhouse gas Total non-renewable fuel
reduction, water consumption, or consumption 16,740.88 15,351.09
other waste management?
A decrease of 8.3%
13,839 28,751
Water consumption(cubic meters)
(Headquarter) (The PSC)
per capita 21.09 20.36
A decrease of 3.46% in per capita water consumption
The Company is committed to environmental protection and
as set up waste reduction goals. With 2023 as the base year, the
goal is to decrease emissions by 1% in 2024 and 2% in 2030. The
“Environmental Management Implementation Committee” has
introduced ISO14001 environmental management system for
management,implementation and audit. In 2022, there were 41,024
kg of headquarter general waste and 62.54 kg per capita. In 2023,
there were 71,598 kg of PSC general waste and 50.71 kg per capita,
which is a reduction of 18.92% per capita.
IV. Social Issues
A. Does the company formulate ✓ A. 1. On December 16, 2020, the Company has established "President None
appropriate management policies Securities Corporation Human Right Policy" based on the human
and procedures according to right protection spirit and principles disclosed by UN Universal
relevant regulations and the Declaration of Human Rights, the UN Global Compact, and ILO
International Bill of Human Convention. The Company is devoted to protecting basic human
Rights? rights.The Company’s human right policy covers eight major aspects,
including workplace inclusion, maternity protection, child labor
employment, discrimination and sexual harassment, occupational
safety management, employee health management, overtime work
and labor disputes. Management and alleviation measures have been
set up for each aspect.
2. The Company has also established the labor health protection
plan, which contains the ergonomic prevention plan, prevention plan
for unlawful infringement during work and the prevention plan for
diseases due to abnormal workload. In addition to regular annual
promotion of the Sexual Harassment Prevention Act, the Company
produced audio and video materials on labor rights for employees
to understand their rights online at any time. Start from 2022,
labor rights have been incorporated into the annual online courses,
finished in 2023, enabling employees to gain a comprehensive
understanding of their individual rights and responsibilities. The
Company arranges annual health checkups for its employees. All of
the above measures are means to protect employees' basic human
rights.
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2023 Annual Report
III. Corporate Governance
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
B. Has the company formulated ✓ B. The Company has established various salary and benefit measures None
and implemented reasonable for employees in accordance with the Labor Standards Act and
employee benefit measures relevant regulations, and provides market-competitive benefits
(including salary, leave, and to motivate employees, while conducting periodic performance
other benefits), and appropriately evaluations and linking performance with bonuses. In addition,
reflected operating performance in accordance with Article 23 of the Company's Articles of
or results in employee Association, in order to motivate employees and the operation
compensation? team, after deducting employees' and Directors' compensation from
current year income before tax, the Company shall set aside no less
than 1.6% of the residual amount as employees’ remuneration to
share surpluses and results with its employees.
C. Does the company provide ✓ C. 1. We focuses on the safety and health of the employees’ working None
a healthy and safe working environment. Compliance with occupational safety and health
environment and organize regulations. Aside from improving the dangerous factors within the
training on health and safety for environment, we also establish health consulting room. We hire a
its employees on a regular basis? health management specialist and on-site occupational medicine
specialist, offer employees wellness consultations, regular online
wellness education to increase their knowledge, and occasional
health promotion seminars. Additionally, we offer employee health
inspections on annual basis, with hope to let employee understand
and manage their own health status in advance. President
Securities provides health counseling, followed by follow-up health
assessments. The workplace is equipped with first aid supplies
and AED equipment. In total, 71 colleagues in the company have
received training in emergency response and obtained certifications.
2. The Company has obtained several certifications in 2023,
including the CHR promise corporation certification from Health
Magazine, highest level of lactation facility certification from
the Taipei City Government's Department of Health, the Sports
Enterprise certification from the Sports Administration (2023-2026),
and Healthy Workplace certification from the Health Promotion
Administration (2023-2026).
3. Occupational safety and health education training courses are held
annually to raise employees' awareness of occupational safety and
wellness. Occupational and fire safety are irregularly promoted on
the internal website, and workplace safety is reinforced through email
communication. Cleaners are also required to keep floors dry and
clean at all times, and warning signs are posted to remind employees
to exercise caution. In 2023, a total of 33,888 people received
workplace safety training, amounting to 2,824 hours.
4.There were no occupational injuries and fire reported in 2023.
D. Does the company provide ✓ D. To adapt the financial market trend, the Company has organized a None
its employees with career series of courses with a focus on FinTech topics, such as sessions
development and training on "Transformation and opportunities for securities industry in the
sessions? metaverse", and "The application of precision marketing in finance
in the age of big data". The Company also developed different
training programs for each job category, such as senior executive
leadership seminars, management function enhancement training,
training for newly-appointed executives, management trainee talent
fostering, professional training for sales personnel, problem analysis
and resolution, etc. The Company continuously enhance employees'
professional knowledge and skills through training and certification
of professional capabilities at all levels.
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President Securities Corporation
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
E. Does the company comply with ✓ E. The Company implements personal data protection and management None
relevant laws, regulations, and measures, abides by the relevant provisions of the Personal Data
international standards related Protection Act, and protects customers’ rights in terms of their
to customer health and safety, personal data. This is designed to reduce the impact of infringement
customer privacy, as well as on any personal data files, while continuing to operate and improve
marketing and labeling of the personal data management system. A personal data protection
products and services, and does policy statement was issued in 2012. The company-wide “Education
the company formulate relevant and Training Session on the Personal Data Protection Act” is offered
protection policies of consumers’ at least once a year, and a test will be given after each session to
rights and interests as well as examine the learning efficacy of participants and to ensure that
complaint procedures? employees have a full understanding of the importance of protecting
personal data and understands the operating regulations related to
personal data.
The Company adheres to financial product responsibility and sales
ethics, and has developed and publicized its consumers’ rights
and interest policy, and implemented the execution of policies on
consumers’ rights and interests.
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.
F. Has the company formulated ✓ F. In order to maintain the quality of suppliers’ services, supplier None
supplier management policies collaboration is conducted through selection and evaluation
that requires suppliers to follow according to the "Regulations for the Procurement and Purchasing
relevant regulations on issues, Management" revised in 2023. The assessment categories include
such as environmental protection, annual assessment, acceptance assessment, incident assessment, and
occupational safety and health, sustainability assessment. The results can be divided into three levels
or labor rights? How are these of suppliers, namely levels A, B, and C, as the basis for considerations
policies implemented? 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.
The percentage of signing commitment letters was 94.38% in FY
2022 and 95.93% in FY 2023, an increase of 1.55% compared to
the previous year, the majority of those who have not signed are
foreign manufacturers or doctors. This indicates that the Company
has exerted its influence not only to help suppliers understand
the Company's concepts of honest management and sustainable
development but also to urge them to implement sustainable
development. We will work with our partnering suppliers to promote
sustainable development in a mutually beneficial manner.
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2023 Annual Report
III. Corporate Governance
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
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V. Does the company refer to the international common reporting standards or guidelines to compile reports, such as sustainable development 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 “2010 Sustainable Development Report of President Securities Corporation”, and has produced subsequent annual reports ever since. An English version of the Sustainability Report has been produced since 2021. The annual sustainability report is available in both Chinese and English on the company's official website, specifically in the "Corporate Sustainability Zone." This allows users to browse the report online as an e-book or download it as a file. The 2022 Sustainability Report (issued in August 2023) was prepared in accordance with the guidelines and indicators set forth in the 2021 version of the GRI Sustainability Reporting Guidelines issued by the Global Sustainability Standards Board (GSSB). This report also references to the framework of the recommendations on Climate-related Financial Disclosures (TCFD) and the SASB standards for disclosure of relevant ESG information. Moreover, it has been attested by a third-party assurance organization, PricewaterhouseCoopers Accounting Firm (PwC Taiwan), in accordance with Statement of Standard on Attestation Engagements (SSAE) No. 1, "Assurance Cases Involving the Audit or Review of Non-Historical Financial Information," of the Republic of China (Taiwan). VI. If the Company has established the sustainable development principles based on “the Sustainable Development 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 Sustainable Development Best practice Principles" on July 2, 2012. The principles were first revised at the 9th Meeting of the 12th Board of Directors on December 22. In accordance with the code, we report to the Board of Directors on a regular basis. In 2023, each relevant unit's performance results are summarized and presented to the Board of Directors quarterly. The reports were submitted to the Board of Directors on May 4, 2023, August 24, 2023, November 8, 2023, and March 4, 2024, respectively. VII. Other important information to facilitate better understanding of the Company’s sustainable development practices: President Securities Corporation has been actively engaged in various aspects of ESG issues and adheres to the concept of "You care, We act!" for sustainable development. President Securities Corporation maintain ongoing communication with its stakeholders and has adopted the four key policies of "CORE" for sustainable development, including caring service, career development, social responsibility, and shared prosperity. Moreover, SDGs of the United Nations Sustainable Development Goals (SDGs) has implemented in various areas of ESG to fully realize the value of corporate sustainability and responded to the government's responsibility to promote sustainability through concrete actions. In 2023, we were ranked in the top 20% of the securities industry in the first Sustainable Finance Evaluation by the Financial Supervisory Commission, recognizing our performance in promoting sustainable finance. 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. In order to properly protect the natural environment, demonstrate the organization's improved environmental performance, achieve a balance between the environment, society, and the economy, and to achieve social expectations related to sustainable development, transparency, and responsibility. ISO14001 Environmental Management System was introduced in 2021. In 2022, we obtained the ISO 14001 environmental management system certification through SGS verification.In 2023, we awarded the label of "Comply with 1.5℃ Temperature Control Target" by CommonWealth Sustainability (CWS). In line with the government's Green Workplace Initiative, our company complies with the government's guidelines for regulating the temperature of indoor air conditioners. In 2023, we initiated a lights-off campaign to support Earth Day and promote "Lightsoff Wednesdays." During the lunch break, non-operational units turn off the lights for one hour to raise employees' awareness of environmental protection and foster the adoption of sustainable habits in daily life. Every day should be treated as Earth Day because it helps us minimize our impact on the environment. In September 2023, we organized a mountain cleaning event in response to the United Nations Sustainable Development Goals and our commitment to conserving ecology and biodiversity. We invited employees to hike along the trail and pick up trash while providing explanations to help them appreciate the beauty of nature and wildlife. Through this event, we aim to raise public awareness of ecological conservation issues and encourage individuals, groups, and businesses to contribute their resources and efforts to protect Taiwan and promote harmonious coexistence between humans and nature. We also encourage our employees to maintain a work-life balance while fulfilling our commitment to environmental sustainability and the preservation of life on land and biodiversity. To minimize environmental impact, President Securities Corporation is aligning with the government's environmental protection policies. In addition to promote the reduction of plastic and waste, paperless meetings, and decreased paper usage, President Securities Corporation also encourages the use of eco-friendly cups and utensils, throwing toilet paper in toilets, and green consumerism, with the goal of fostering environmental awareness among employees. Since November 2023, President Securities Corporation has been ordering conference meals in reusable containers, actively implementing the reduction of disposable utensils.
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President Securities Corporation
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
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Conduct independent maintenance inspections on various equipment regularly and gradually replace energy-consuming devices. In December 2023, to effectively manage the electricity consumption of large-scale energy-consuming equipment, an intelligent energy management system, and multifunctional electricity meters were installed in the headquarters building. This installation enables electricity monitoring to facilitate energy management and achieve carbon reduction goals. Our company promotes the concept of a circular economy by replacing purchasing with leasing to minimize negative environmental impacts and waste, including government vehicles and office equipment. The office equipment is designed to be energy-efficient, encouraging practices such as double-sided printing, paperless meetings, and merged multi-page printing to reduce carbon dioxide emissions from printing. Government vehicles are being gradually replaced with hybrid-electric vehicles (HEV) in accordance with the lease term, with the aim of achieving a 75% HEV ratio by 2025 and 90% by 2030. B. Community Participation, Social Contribution, Social Service and Social Welfare 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. Besides, the Company was recognized and reward by the Taiwan Fund for Children and Families in 2013. President Securities Corporation has won the Gold Award in the Finance and Insurance Industry of the Corporate Sustainability Report Awards of the Taiwan Corporate Sustainability Awards (TCSA) from 2020 to 2023. This represents the highest honor in Taiwan’s Sustainable Development report. The performance section of the comprehensive performance report was awarded the Taiwan Excellence Award for Sustainable Business in 2021 and 2023, as well as Taiwan's 2022 Top 100 Sustainability Exemplary Awards. The Company won 2021 TSAA Taiwan Sustainability Action Award-Bronze medal, 2020 PWC CSR Influence AwardBronze medal, was nominated by 2021 to 2023 PWC CSR Influence Award, and Business Today 15th and 16th wealth management bank and securities companies "Best sustainable development Award" by "PSC donates to Child Welfare League Foundation for every order you place". Since 2001, The Company has held "Love Delivery Activities" for consecutive 23 years. The Company made a donation of NT$2.5 million to the Taiwan Fund for Children and Families providing schooling subsidies in 2023 in the theme of the "Strive for Progress Scholarship" supports children from economically disadvantaged families in their education by providing learning resources for underprivileged youth. A total of approximately 11,475 elementary school, junior high school, and senior high school students were beneficiaries in the end of 2023. The activities have provided school children from poor families with opportunities to explore different academic disciplines for their own development and growth. For over twenty years, we have helped economically disadvantaged families by providing scholarships and diverse learning opportunities. Our goal is to plant seeds of hope and be a strong support for courageous dreamers. In 2023, we partnered with the Taiwan Fund for Children and Families (TFCF) to produce the microfilm "Listen, Dreams are Dancing!". President Securities Corporation aims to illuminate the dreams in children's hearts, planting sustainable seeds and fostering a cycle of love. Our hope is that all children will be brave enough to dream so that the cycle of love will be sustainable! An employee blood donation event was held for the first time in 2006 and received an enthusiastic response. Since 2007, the Company has held an employee blood donation event twice a year and extended it to the wider community, which has received a widespread positive response from community residents. Since 2010, the Company has held a blood donation event three times a year. Due to the effects of the COVID-19 pandemic from 2021, the blood donation events were suspended. From 2006 to 2019, a total of 3,517 units of blood had been donated. As a partner of blood donation centers, the Company has been commended by the blood donation centers every year. In 2023, we collaborated with the Digital Humanitarian Association to promote the prevention of investment fraud. We donated NT$180,000 to care for the physical and mental health of elderly people living alone in rural areas and to support health promotion for the elderly. While promoting health care for the elderly, we also raised awareness of financial fraud through interactive anti-fraud games and video promotions. We also supported the Dawn Project of the National Taipei University of Nursing and Health Sciences by donating NT$100,000 as a scholarship. This scholarship provides financial assistance to low-income households and students, and contributes resources to the training of quality healthcare professionals. President Securities Corporation 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.
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2023 Annual Report
III. Corporate Governance
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Implementation Status Deviations from
Sustainable
Development Best
Evaluation Item Practice Principles
Yes No Abstract Explanation of TWSE/GTSM
Listed Companies”
and Reasons
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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 sustainable development 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. In 2023, the "President Securities Corporation Friends for Sustainability" interactive game was launched. During the four-week promotional campaign, 4,258 Friends of Sustainability participated in the in-class assessment, demonstrating President Securities Corporation's efforts and achievements in sustainable development and fully embracing its sustainable influence. 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.
71
President Securities Corporation
G. Climate information about TWSE/TPEx listed companies
1. Climate information implementation status
Expressly state the supervision and governance of climate-related risks and opportunities by the Board of Directors and management
- PSC adopts a rigorous and thorough approach to risk management, and it is particularly proactive and supportive of climate risk issues. The climate change governance framework involves the Board of Directors, Risk Management Committee, TCFD Task Force, and the Sustainable Development Team, each with its respective roles. This ensures that all employees recognize the importance of climate change and work together to address the climate-related issues PSC is faced with.
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Board of Directors
Chairman
Report Risk Management Committee
President
upward
Risk Control Office Sustainable Development Team
(dedicated to TCFD-related affairs) (dedicated to ESG-related affairs)
----- End of picture text -----
Board of Directors
PSC’s Board of Directors serves as the highest governing body for climate-related issues. It is responsible for overseeing corporate social responsibility and sustainability issues, including climate governance, and holds ultimate responsibility for risk management. On December 22, 2022, revisions made to the Risk Management Policy was reviewed and approved, incorporating climate risks into the Company's risk management policy. This entails that all units within the Company must identify, oversee, measure, and monitor climate risks in their day-to-day operations. To ensure stable operations, PSC amended its Risk Management Policy, advocated for the integration of climate risks into the organizational culture, and established a Risk Management Committee. Additionally, the Company reports on climate risk management to the Board of Directors at least once a year.
Risk Management Committee
In charge of reviewing risk management guidelines, determining the maximum risk tolerance, assisting the Board of Directors in the supervision of implementation of climate risk policies and ensuring that risk management aligns with company policies, operational strategies, and goal development. On December 8, 2022, the Risk Management Committee reviewed and approved revisions to the Risk Management Guidelines at the end of 2022. The guidelines specify the assessment methods and processes, identification, measurement, monitoring, and disclosure procedures for climate risks. The Risk Control Office provides a report on the Company's climate risk management execution status to the Risk Management Committee at least once a year to facilitate the achievements of the Company's overall operational objectives.
Risk Control Office
In response to the climate change-related risk management measures required for securities firms by the competent authority, climate risk has been incorporated into the Company’s risk management mechanism to address the risks associated with climate change and assess potential opportunities.
The Company executes the following through the Chief Risk Officer :
(1) Identify and assess risks using a climate risk matrix and prioritize the risks by referencing relevant domestic guidelines and internationally recognized standards.
(2) Identify the correlation between climate risks and other risks.
(3) Assess the level of impact, likelihood of occurrence, and potential risks to operational activities posed by climate events.
(4) Key indicators for managing climate risks should take into account the duration of the climate risks impact and industry factors. If a significant risk is identified that may jeopardize financial or business conditions or violate legal compliance, appropriate measures should be taken immediately and reported to the Board of Directors.
(5) The Company complies with the policy guidelines set by the competent authorities and internationally recognized initiatives or guidelines to enhance the quality and transparency of information disclosure.
Sustainable Development Team
The Sustainable Development Team at President Securities Corporation is divided into five promotion teams based on their job responsibilities. These teams are responsible for developing and implementing corporate sustainable development policies, systems and management guidelines, as well as specific promotion plans. These plans are approved by the Board of Directors through the establishment of the "Sustainable Development Best Practice Principles". The Sustainable Development Team holds regular integration meetings every quarter to set goals, monitor progress and evaluate performance in various areas of sustainable work. They also compile and submit quarterly execution results from relevant units to the board of directors, and prepare the annual Sustainable Development Report.
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2023 Annual Report
III. Corporate Governance
2. Expressly state how the identified climate risks and opportunities affect the enterprise’s business, strategies and finance (short-term, mid-term and longterm)
Climate Risk Identification
Climate change risks not only affect the operations of financial institutions but also pose significant challenges to investment assets and businesses. For example, fluctuations in the prices of investment targets can impact the Company's profitability. In the wake of changes in climate and the overall market transitioning towards a low-carbon future, varying degrees of impact will be felt at different times, subsequently affecting existing risks such as reputational risk, market risk, and operational risk. Through PSC’s climate risk identification process, the potential financial impact on the Company is assessed based on the types of physical and transition risks, allowing for integration and management within the current risk management framework.
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Potential financial
Risk description Affected aspect Duration Related risk
impact
Operational disruption for
Investment
investment targets resulting from Mid-term Market risk Investment loss
Physical extreme weather conditions business
risk
Disruption for the Company’s PSC business Increase in
Mid-term Operational risk
operational locations operation operational costs
Costs in response to carbon Increase in
Supplier Mid-term Operational risk
reduction policies and regulations procurement costs
Impact on company reputation Investment loss
Transition PSC business Market risk
resulting from investment in high- Long-term Damage to brand
risk operation Reputational risk
pollution industries image
Costs of the industry transitioning Increase in
Supplier Short-term Operational risk
to green energy procurement costs
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Identification of Climate Opportunities
With the market placing more emphasis on climate and sustainability issues, climate change brings physical and transitional risks, as well as opportunities. Following the resolution of the United Nations COP28 Climate Summit, phasing out fossil fuels has become a consensus among many countries. Additionally, the financial industry must play a positive role by directing funds towards environmentally friendly sectors, such as green energy, electric vehicles, green steel and sustainable agriculture. President Securities is actively involved in responsible finance, greenfinance and digital finance among other related businesses to support the transformation and development of low-carbon technologies, while also addressing climate change.
PSC actively seeks opportunities for climate transformation through questionnaires and interdepartmental integration meetings. This involves collecting and evaluating potential opportunities and policies formulated by each department's expertise. After analysis and discussions by various departments, President Securities has identified projects that are highly likely to have a positive impact and occurrence due to climate change. These projects include green procurement and operations, digital finance, and sustainable culture. Moving forward, all departments of the Company will continue to focus on climate change issues and changes in the financial market, address relevant issues related to climate change and develop response strategies to sustain the development of business opportunities in corresponding areas.
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73
President Securities Corporation
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Climate Opportunities analyze
Opportunity
Opportunity Impact to PSC PSC's Countermeasures
description
Sustainable procurement is a fundamental core
value for businesses to promote sustainable
The Potential Benefits development. Prioritizing the purchase
Green
of Green Procurement of products with a lower environmental Passed IS014064-1&IS014001 SGS
1 Procurement
and Green Operations impact bolsters the production and use of external verification.
(Operations)
to the Company environmentally friendly products, thereby
achieving the benefits of environmental
protection.
1.Associated Account Review (In Progress),
The trend of accelerating digitization in low-
Complaint System, Default System
carbon transformation not only catalyzed
2.Customers can now electronically apply
various digital customer experiences, but also
Potential Benefits of for daily trading limits. A new feature called
Digital becomes evident in administrative processes.
2 Digitizing Operations "Credit Account" has been added, enabling
Financial It is hoped that greenhouse gas emissions and
to the Company customers to apply for a securities lending
waste generation would be reduced through the
account from the comfort of their homes.
reduction of paper consumption and physical
Additionally, customers can also arrange
operation processes.
for stock lending simultaneously.
1.Employee education and training on
Relentlessly enhance training for employees climate risk are scheduled to be launched
Potential Benefits on ESG or climate-related issues and cultivate this fiscal year.
Sustainable of Sustainable sustainable talent to effectively respond to the 2.Supervisory management training, digital
3
Culture Operations to the low-carbon transition trend and strengthen transformation training series, wealth
Company climate resilience, which in turn creates new management training series, and reserve
business opportunities. supervisor program, among other training
programs.
In recent years, traditional financial services 1.The updated version of the PSC mobile
have been actively seeking opportunities trade app was launched at the end of
for innovation and transformation. Digital 2022, offering customers a comprehensive
Potential Benefits of Finance has already become the mainstream, financial service solution.
Customer Digitizing Customer and the trend of low-carbon transformation 2.Account opening, application
4
Experience Service to the has been spurred by climate changes. Under submission, electronic billing, account
Company these circumstances, the digitization process inquiry notifications, digital signing,
is accelerating, and consumers' purchasing basic information updates, online deposits
decisions for goods or services may even be and prepayments, and online public
influenced by digital services. acquisitions.
1.Organizing and underwriting stocks in the
The securities industry can use funds to green industry will help improve the market
drive the development of green industries. position of President Securities' Capital
Potential Benefits This includes developing the country's green Market Department.
of Green Bonds bond market, encouraging investment and 2.Investing in a green energy company
Green
5 and Green Energy underwriting for green bonds, investing in before its initial public offering (IPO) is
Investment
Investment to the green energy industries and underwriting for anticipated to generate higher returns once
Company green industry stocks. By doing so, we can it goes public.
guide responsible investment in the capital 3.Increasing the proportion of green
market. investments and keep up with the current
trend is beneficial to the Company's image.
The Company can launch funds or ETNs
Potential Benefits linked to ESG issues, as well as investment
ESG products that are linked to climate-related President TIP FactSet Taiwan Smart
of Rolling Out
6 Product / matters. This can boost the brand perception Mobility and Electric Vehicles Total Return
Innovative Products to
Service among the Company's present and potential Index ETN(020030).
the Company
customers, and indirectly increase in overall
revenue.
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Note: The table above please refer to 2023 Task Force on Climate-Related Financial Disclosures ,TCFD .(3-1 Identification of Climate Opportunities)
74
2023 Annual Report
III. Corporate Governance
3. Expressly state the impact to be posed by extreme climate incidents and transformation actions to finance
Please refer to Section 5. Climate Risk Scenario Analysis for details on the impact of transformation risks on the financial situation of the invested company.
4. Expressly state how to integrate the climate risk identification, assessment and management procedures into the entire risk management system
4.1 The Company rigorously and diligently manages climate risks, with the Board of Directors serving as the highest governance body for climate-relatedissues. A top-down approach is adopted in terms of promoting and supporting comprehensive efforts to raise awareness among all employees about the importance of climate change and collectively addressing the climate issues faced by the Company. On December 22, 2022, the Board of Directors approved amendments to the Risk Management Policy, incorporating climate risks into the scope of risk management. On December 8, 2022, the Risk Management Committee approved amendments to the risk management guidelines, inserting provisions for climate risk scenario analysis and climate risk management.
4.2 The climate risk measurement mechanism for investment positions is based on Section VIII, (3) Climate Risk Scenario Analysis of the President Securities Corporation Risk Management Guidelines, where according to Network of Central Banks and Supervisors for Greening the Financial System(NGFS) and Intergovernmental Panel on Climate Change(IPCC), suitable climate scenarios are selected to simulate the profit and loss situation. The Risk Control Office shall report to the Board of Directors on an annual basis.
5. If the scenario analysis is applied to assess PSC’s resilience to deal with climate change risks, the scenarios, parameters, assumptions, analysis factors and major financial impacts applied should be explained.
Given that various countries are gradually implementing carbon pricing mechanisms to achieve global warming mitigation goals, enterprises will face additional compliance costs. PSC has chosen to conduct scenario analysis on carbon cost transition risks to further assess these impacts.
Transition Risk Scenario Analysis
In light of the increasingly stringent carbon emissions regulations, the Company has conducted scenario analysis through a systematic assessment process to understand the potential financial impact of additional compliance costs incurred by investee companies on PSC's investment positions. Climate scenarios are coordinated in the analysis to simulate the potential financial losses under various climate scenarios, including Below 2°C, Net Zero 2050, and Delayed Transition. This information will serve as a criterion for evaluating future investment portfolios and further aid in the development of strategies and measures to enhance the Company's climate risk management. Scenario Analysis
Quantitative Assessment:The Impact of Carbon Costs on Stock and Corporate Bond Investments Time of analysis:2025 / 2030 / 2035 / 2040 / 2045 / 2050
Climate scenarios hypothetical
(1) Below 2°C:Achieve net zero carbon dioxide emissions after 2070
- (2) Net Zero 2050:Achieve net zero carbon dioxide emissions by 2050
(3) Delayed Transition:Assuming that global carbon dioxide emissions will not decrease before 2030, strong and effective policies will be needed to limit global warming to below 2°C
Assessment Results
In the more stringent 1.5°C scenario (Net Zero 2050), the increase in carbon fee costs resulted in a loss of approximately 154 million investment positions, accounting for approximately 0.48% of the net value of the year [net value 32.049 billion]. According to the evaluation of the Risk Management Committee, the financial impact caused by the transformation risk has not reached 1% of the net value, and it is believed that this risk is still within a controllable range. In the future, the Risk Control Office will continue to track the impact of carbon fee costs on investment positions.
6. If any transformation plan in response to the climate risk management is in place, please describe the contents of the plan, and the indicators and targets used to identify and manage the tangible risk and transformation risk
Climate Strategies
President Securities operates in the financialservices industry with a relatively low environmental impact compared to other industries. As the impact of extreme weather on the Earth intensifies, the responsibility for a sustainable environment becomes a shared goal for every global citizen. President Securities endeavors to transform the Company into a comprehensive green financial enterprise, guided by the corporate social responsibility principle of "You care, we act!". Internally, we are fully implementing energy-saving and carbon reduction measures, and throughout the organization, we are investing in green innovation and transformation with the aim to establish President Securities as an environmentally friendly and dynamic green enterprise.
PSC is committed to environmental sustainability in four key areas: Low Carbon Transformation, Resource Sustainability Management, Green Procurement, and Sustainable Financial Strategy. The Company has established the Eco-Friendly LOHAS Network on its intranet to share new knowledge and environmental awareness with PSC employees, ensuring that every member of PSC can contribute to a more sustainable future by integrating sustainability into their daily lives.
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President Securities Corporation
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Strategy Performance of 2023
� A comprehensive review of PSC's business and administrative processes was conducted to digitize
paper-based operations entirely, simplify workflows and reduce carbon emissions.
� In energy and greenhouse gas management, PSC has been conducting greenhouse gas inventories
since 2019. In 2020, the scope was expanded to include Scope 3 emissions, and the Company
obtained ISO 14064-1 certification. To enhance the greenhouse gas verification coverage in 2023,
Low Carbon Transition the Company will expand the verification scope to include both the headquarters and subsidiaries in
Taiwan.
� At the end of the year, the President TIP FactSet Taiwan Smart Mobility and Electric Vehicles
Total Return Index ETN had a total of 38,967 issued and circulating shares, with a market value of
approximately NT$201 million.
Based on the procurement standards of green environmental protection, sustainable development
and radiation protection, the total green procurement amount in 2023 was NT$22.59 million, with
Green Procurement
NT$2.54 million for the procurement of green building materials and NT$11.26 million for the
purchase of IT equipment.
� The President Securities Corporation Sustainable Finance Guidelines were finalized and put into
Sustainable Financial effect in 2021.
Strategy
� President Securities enhanced ESG-related industries and investment targets in 2023, investing
(Responsible Investment)
NT$2.072 billion in green bonds.
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Climate Indicators and Goals
In order to mitigate the impact of climate change on its operations, the Environmental Protection Promotion Team Taskforce provides regular reports to the President on the implementation and effectiveness of various environmental initiatives while the Sustainability Taskforce reports the carbon emissions (CO2e/ton) to the Board of Directors. The specific measures and plans for implementation are outlined below:
- (1) Greenhouse gas emissions (Scope 1+2)
Measurement: Carbon dioxide equivalent (ton CO2e)
Goal: Carbon emissions reduced by 1%, and the carbon reduction ratio will be adjusted to 2% after 2030.
- (2) Electricity conservation
Measurement: Total consumption of purchased electricity or electricity consumption per capita
Goal: Electricity consumption reduced by 1%
-
(3) Green procurement
-
Short-term Goal: Besides purchasing energy-saving equipment, purchase low-pollution, recyclable eco-friendly equipment. Long-term Goal:
Gradually replace the old split-type air conditioners (R22 Freon) in each floor of our Company, with first-grade or second-grade energy-conserving frequency conversion air conditioning products. Meanwhile, apply for Commodity Tax reduction of National Taxation Bureau, and engage professional consultants to evaluate and assist the Company in energy conservation and improvement plans.
Install air curtains with automatic doors on every floor in the office building.
- (4) Engagement and communication
Goal: Ensure that all employees and governance units have a comprehensive understanding of sustainability and climate-related issues, and continue to plan training courses and actively invite relevant personnel to participate.
7. If the internal carbon pricing is applied as a planning tool, please specify the pricing basis
The Company has yet to implement an internal carbon pricing management system.
8. If any climate-related target is set, please specify the activities, scope of GHG emissions, planning schedule and annual achievement progress covered by the target. If carbon offsets or renewable energy certificates (RECs) are used to achieve related goals, please specify the source and quantity of offset carbon reduction limit, or quantity of RECs
The Company has established targets for reduction of greenhouse gas emissions with 2023 as the baseline year, with the goal of achieving a 1% reduction in emissions by 2025 and a 2% reduction by 2030. The inventory of greenhouse gas emissions was initiated in 2017 and expanded to include subsidiaries in 2022.
Inventory scope: covering five companies, namely President Securities, President Insurance, President Capital Management, PSC Venture Capital, and President Futures.
Inventory items: Inclusive of Scope 1, Scope 2, and Scope 3 (which includes but is not limited to activities such as business travel and waste disposal).
Renewable Energy: Procured green electricity with integrated electricity certificates in 2023, and the wheeling was started from May, 2024. The goal is that by 2030, the proportion of green electricity for the head office will be 15%.
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2023 Annual Report
III. Corporate Governance
9. GHG inventory and assurance status, GHG reduction targets, strategies, and action plans
9-1 GHG accounting and assurance status for latest two years
- (1) GHG inventory status
According to the roadmap for sustainable development The Company's basic information of listed companies, at least the following should be disclosed □ Parent Company Individual Inventory □ Consolidate Financial Report Subsidiary Inventory █ Companies with a capital of more than NT$10 billion █ Parent Company Individual Assurance □ Consolidate Financial Report Subsidiary Assurance
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2022 2023
Parent Company Total emissions Intensity(Metric tons of Total emissions Intensity (Metric tons
(Metric tons of CO2e) CO2e/NT$ Million) (Metric tons of CO2e) of CO2e/NT$ Million)
Scope 1 215.8710 272.32
Scope 2 2,952.6994 2,789.51
0.6485 0.4274
Scope 3 251.53 647.55
Subtotal 3,420.1004 3,709.38
2022 2023
Consolidated
Statements Total emissions Intensity(Metric tons of Total emissions Intensity (Metric tons
(Metric tons of CO2e) CO2e/NT$ Million) (Metric tons of CO2e) of CO2e/NT$ Million)
Scope 1 234.4041 291.42
Scope 2 3,494.6588 3,313.38
0.6347 0.4574
Scope 3 251.53 759.86
Total 3,980.5929 4,364.66
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*In 2022, only President Securities underwent third-party verification, and 2023 has not yet been verified by a third party. The revenue of the consolidated financial statements for 2023 is NT$9,542,583,000.
*Scope 3 emissions encompass business travel, general waste collection and disposal, as well as upstream activities in the power sector, data of 2022 only include President Securities.
< Scope 3 of Financed Emissions >
As climate conditions worsen, President Securities is committed to transitioning to net zero and exerting a financial impact in the future. Starting from 2023, President Securities has first followed “Global GHG Accounting and Reporting Standard for the Financial Industry”, announced by Partnership for Carbon Accounting Financials (PCFA), to understand the carbon emissions of its investment positions. According to the standard, the Company conduct the financed emissions inventories based on the regulated asset categories and methodologies specified in the Scope 3. This scope of emissions inventories includes listed or OTC equities and corporate bonds, and sovereign debts, the coverage rate conforms to the PCAF methodology is 81.35%, the coverage rate according to the PCAF methodology for the fiscal year 2023 reached 80.72%, the overall data quality score is 1.8. Note:
-
The coverage rate conforms to the PCAF methodology = The percentage of the investment business department that conforms to the PCAF methodology out of the total investment business department.
-
The coverage rate according to the PCAF methodology = The ratio of investment positions examined using the PCAF methodology to the total number of investment positions. However, certain investment targets cannot be included in the analysis due to insufficient data availability.
Financed Emissions Information of the Investment Portfolio for 2023
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Listed Equity and Corporate
Sovereign Bonds Total
Bonds
Financed Emissions [Note 1]
116,303.10 46,150.44 162,453.54
(in metric tons CO2e)
Financed Emissions Intensity [ Note 2]
2.73 7.96 3.35
(in metric tons CO2e / in NTD million)
Data Quality [ Note 3] 1.77 2.00 1.80
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77
President Securities Corporation
Note:
-
The calculation of GHG emissions includes listed equities and corporate bonds (excluding derivatives, ETFs and green bonds), as well as positions held in sovereign bonds through the end of 2023. The calculation is based on the PCAF methodology, using the most recent data available.
-
Financed Emissions Intensity is calculated by dividing financial asset carbon emissions (in metric tons CO2e) by financial asset holdings (in NTD million).
-
According to the PCAF methodology, data quality is rated on a scale of 1 to 5, with 1 being the highest and 5 being the lowest.
(2) GHG assurance status
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Year Assurance Institution Assurance range Assurance statement
2022 SGS Taiwan Ltd. Head Office ISO 14064-1 Reasonable Assurance Level
2023 DNV Business Assurance Parent Company and Subsidiaries ISO 14064-1 Reasonable Assurance Level
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*External verification for fiscal year 2023 has yet to be completed, and the complete assurance information will be disclosed in the sustainability report. Subsidiarie include PSC Venture Capital Investment Company Limited, President Insurance Agency Co., Ltd., President Capital Management Corp., President Futures Co., Ltd.
9-2 GHG reduction targets, strategies, and action plans
-
The Company has established targets for reduction of greenhouse gas emissions with 2023 as the baseline year, with the goal of achieving a 1% reduction in emissions by 2025 and a 2% reduction by 2030. The inventory of greenhouse gas emissions was initiated in 2017 and expanded to include subsidiaries in 2022, the scope expanded to achieve a 100% coverage rate in 2023.
-
Replace energy-consuming equipment, implement use of energy-saving equipment, use renewable energy and increase the proportion of hybrid vehicles for official use to reduce emissions.
-
In June 2023, the replacement of energy-saving lighting fixtures were completed for the headquarters and six branch offices in Taipei City. The estimated annual energy savings of 237,250.7kWh and a reduction of 117.44 metric tons of CO2e emissions.
-
In 2023, the green electricity with integration of electricity and certificates were procured 60 thousand kWh, and the wheeling was started from May, 2024. The goal is that by 2030, the proportion of green electricity for the head office will be 15%.
-
Based on the lease agreements, official vehicles will be progressively replaced with hybrid cars. The goal is to increase the portion of hybrid cars up to 75% of the fleet by 2025 and increase to 90% by 2030.
H. 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.
-
(1) The company has established “Ethical Corporate Management Best Practices Principles”, “Guidelines on Ethical Business Practice and Practice”, and “Fair Client Treatment Principles”, and strives to adhere to these concepts.
-
(2) The Company's management and financial information are disclosed and transparent in accordance with regulations, and in the 3rd Corporate Governance Evaluation System held by the competent authority, it was honored to be ranked among the top 5%.
-
(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.
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2023 Annual Report
III. Corporate Governance
Ethical Corporate Management:
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Implementation Status Deviations from the
Ethical Corporate
Management Best
Evaluation Item
Yes No Abstract Illustration Practices Principles for
TWSE listed companies
and reasons
I. Establishment of ethical corporate
management policies and programs
A. Does the company declare its ethical ✓ A. 1. On August 23, 2012, the Board of Directors issued None
corporate management policies and "Ethical Corporate Management Best Practice Principles"
procedures, formulate the Ethical and revealed the principle in 2013 shareholders’ meeting.
Corporate Management Policy This proves the management’s commitment to Integrity
approved by the Board of Directors has management. And in March 2020, the Board of Directors
been formulated, and, in its guidelines approved the establishment of an ethical corporate
and external documents, as well as management task force which served under the Board
the commitment from its board and of Directors. In August 2020, the Board of Directors
management level to implement the approved the establishment of "Guidelines on Ethical
policies? Business Practice and Practice" . In addition, the Company’s
Sustainable Development report delivers information
regarding 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.
2. The Company’s Directors, Chairman, President, heads of
departments and consultants have all signed the Statement
of Compliance with Ethical Corporate Management Policy.
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 of any
address the risk of unethical conduct, improper benefits.
regularly analyzed and evaluated 1. In addition to the Code of Ethical Business Practice, the
business activities with a high risk "Guidelines on Ethical Business Practice and Practice" was
of unethical conduct within the
updated in August, 2020 to prevent dishonesty. In addition
business scope, as well as formulated to what is set out in the ethical Corporate Management Best
unethical conduct prevention programs Practice Principles, the Company has clearly stipulated
accordingly? Such measure should at measures in the work rules that are designed to facilitate the
least covers activities stated in Article adoption of preventive measures and the Company offers
2, Paragraph 7 of the ethical corporate education sessions, to implement the ethical corporate
management best-practice principles management policy.
for TWSE listed companies.
2. In 2023, based on the risk assessment items for dishonest
business activities formulated in 2022, the Company's risk
assessment for dishonest business activities was determined
to be "low risk."
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
the policies, and reviewe / revise the these documents related to the Measures for Reporting of
policies regularly? Illegal and Unethical Conduct in 2019. Also, formulated
the procedures for ethical management and guidelines
for conduct in August, 2020 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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79
President Securities Corporation
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Implementation Status Deviations from the
Ethical Corporate
Management Best
Evaluation Item
Yes No Abstract Illustration Practices Principles for
TWSE listed companies
and reasons
II. Fufill ethical management
A. Does the company evaluate business ✓ A. 1. 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.
2. PSC requires suppliers to sign a commitment to social
responsibility and implement our code of conduct for ethical
business practices.
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
by the Board to be in charge of and appointed the supervisor of Administration Department
corporate ethical management, and on as the convener, who is responsible for assisting the Board
a regular basis (at least once a year), and the management level to establish and supervise the
report the status of unethical conduct implementation of ethical corporate management policies
prevention programs, and the status of and protective measures and to ensure the execution of
the supervision of implementation of Ethical Corporate Management Best Practice Principles.
related ethics policies to the Board of The team reports to the Board of Directors annually
Directors? The implementation of ethical corporate management
policies in 2023:
1. 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 16,992
participants and 1,416 hours in 2023.
2. Training and education: Internal and external promotion,
training and education on ethical management held by
the Company: Corporate Governance Courses held in
2023,"Legal compliance and legal responsibilities of
directors and supervisors under corporate governance
3.0",with a total of 42 participants and 126 hours;
Analysis of international climate change development
trends and practical cases and Ethical Corporate
Management Best Practice Principles promotion,with a
total of 42 participants and 126 hours. Legal compliance
for senior executives: Commercial Competition and Fair
Trade Law with a total of 55 participants and 165 hours.
3. The Risk Management Information Disclosure was
uploaded to the Company's website on June 21,
2023. The content covers four main aspects: climate
governance, climate risk management, climate strategy,
and climate indicators and targets.
4. As per the specific implementation measures outlined in
the "Transition Strategies of Sustainable Development
for Securities and Futures Sectors," Measure 5 requires
quarterly reporting to the Board of Directors on
the effectiveness of the implementation sustainable
development and ESG initiatives. In 2023, The reports
were submitted to the Board of Directors on May 4,
August 24 and November 8, respectively.
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2023 Annual Report
III. Corporate Governance
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Implementation Status Deviations from the
Ethical Corporate
Management Best
Evaluation Item
Yes No Abstract Illustration Practices Principles for
TWSE listed companies
and reasons
B. Does the company establish an ✓ 5. Ongoing Energy Saving and Carbon Reduction None
exclusively dedicated unit supervised Initiatives: As of November 2023, we have successfully
by the Board to be in charge of reduced a total of 870,863 sheets of A4 paper, leading to
corporate ethical management, and on a carbon reduction of 6.619 metric tons of CO2e.
a regular basis (at least once a year), 6. The Company has established clear reporting channels,
report the status of unethical conduct procedures, confidentiality measures, and a protection
prevention programs, and the status of mechanism for whistleblowers.
the supervision of implementation of (1) Reporting line: (02) 2748-8173
related ethics policies to the Board of (2) Reporting email: [email protected]
Directors? (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 to ✓ C. President Securities’ board is subject to a high degree of None
prevent conflicts of interest and provide self-regulation, whereby any board motion that is suspected
appropriate communication channels of having the potential to create any conflict of interest
for complaints and implement it? with the board or with any of its representatives or 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 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 Corporation”
in August 2018.
D. Has the company established effective ✓ D. 1. In 2023, based on the risk assessment items for dishonest None
systems for both accounting and business activities formulated in 2022, the Company's risk
internal control to facilitate ethical assessment for dishonest business activities was determined
corporate management, has the internal to be "low risk."
audit unit developed relevant audit 2. In order to ensure healthy and honest operations, the
plans based on the assessment results auditing office is required to submit a report on the adoption
of the analysis of the risk of unethical of the company’s principles for honest operation in its
conduct, and inspect for compliance annual audit report, and should ensure that such principles
with the unethical conduct prevention are included in the company’s Work Rules. The Committee
programs accordingly, or has the should also publish on the company website procedures for
company appointed CPAs to perform reporting problems and the corresponding punishments for
audits.? such offenses.
E. Does the company regularly hold ✓ E. The company regularly publishes “honest operation None
internal and external educational standards” and “honest operating procedure and
trainings on ethical management? regulations”, and promotes on the Company Website for all
employees.
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81
President Securities Corporation
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Implementation Status Deviations from the
Ethical Corporate
Management Best
Evaluation Item
Yes No Abstract Illustration Practices Principles for
TWSE listed companies
and reasons
III. Whistle-blowing system
A. Does the company establish a clear ✓ The Company has established “Guidelines for Handling Reports None
whistleblowing and reward system of Unlawful or Unethical Behavior”.
and set up a convenient channel for A. We have established a clear channel for receiving
reporting unethical activities and complaints:
reward system? Can the accused be 1. Complaint Hotline: (02) 2748-8173
reached by an appropriate person for 2. Complaint Email: [email protected]
follow-up? 3. Written Complaints: Complaints can be mailed or faxed
to our auditing office.
None
B. Has the company established ✓ B. Clear protocols for handling complaints have been
standard operating procedures for established as have confidentiality measures.
investigating any reported misconduct,
follow-up measures to be adopted
after investigations, and relevant
confidentiality mechanisms?
C. Does the company provide proper ✓ C. Clear measures have been put in place to protect those who None
whistleblower protection? register complaints.
IV. Strengthening information disclosure
Does the company disclose its ethical ✓ In keeping with the company’s ethical corporate management None
corporate management policies and policies, we endeavor to disclose procedures for ethical
results of its implementation on the corporate management both via intranet and via our offical
company's website and MOPS? website (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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I. 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).
J. 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).
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2023 Annual Report
III. Corporate Governance
K. Internal Control Systems:
1. Internal Control Declaration:
Internal control declaration
Implementation of the internal control system of President Securities Corporation
Date: March 4, 2024.
The Company hereby declares the following based on its self -assessment result on the internal control system of 2023: 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, 2023 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 19 attending board directors on March 4, 2024. The contents of the Statement have been accepted without any objection. President Securities Corporation Chairman: Lin, Kuan-Chen President: Tsai, Sen-Bu Chief Auditor: Hsu, Wen-Ling CISO: Lin, Jung-Hui
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President Securities Corporation Internal Control System Findings and Remediation Action Plans
| Area of Improvement | Improvement Measures | Expected improvement completion time |
|---|---|---|
| According to Official Letter No. 11203579781 and No. 11203579782 issued by the Financial Exam- ination Bureau on October 25, 2023, Financial Examination Bureau had demanded the company to improve and imposed a penalty of NT$ 240,000 for the following defects: The sales personnel entrusted with handling client funds have been found to hold onto the funds and fail to submit employee litigation reports within the specifed deadline. |
The sales personnel have already undergone comprehensive legal compliance education and training. They are required to adhere strictly to the relevant regulations and confirm their compliance by signing. |
Has disseminated |
Note: The penalties imposed by the Financial Supervisory Commission, including warnings or above or any fine of NT$240,000 or more, shall be listed one by one as well.
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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III. Corporate Governance
- L. 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 Ofcial Letter No. Fu—1110503982 issued by the Taiwan Stock Exchange on January 3, 2023: Taiwan Stock Exchange Corporation conducted an audit on Renai Branch on December 9 and 12 in 2022 and found operational deficiencies that need to be addressed. Brokers Li, ○-Wei and Wang, ○-Qi accepted orders to trade securities from an agent without an authorization letter, which is a violation of Article 18, Paragraph 2 and Article 75, Subparagraph 4 of the Operating Rules of the Taiwan Stock Exchange. |
1. A warning has been sent to the brokers based on TWSE Letter No. 1110503982. On December 30, 2022, pursuant to Article 50, Chapter 11 of the Company's Working Principles, the following penalties were imposed to the brokers: (1) Sales Associate Manager Li,○-Wei: One minor infraction and two warnings recorded. (2) Sales Junior Manager: Wang,○-Qi: One minor infraction recorded. (3) Branch Associate Manager Chiu,○-Kai: One warning recorded for not fulflling the management responsibility. 2. To ensure the implementation and compliance of internal control operations of the business and prevent employees from violating laws and regulations by accident, the Company reminded employees again to comply with relevant regulations of the business operations when performing the business. |
| According to Ofcial Letter No. Fu—1120500557 issued by the Taiwan Stock Exchange on March 2, 2023: On December 27 and 28, 2022, the Taiwan Stock Exchange Corporation conducted an audit on the headquarters and identified operational deficiencies and outstanding matters that need to be addressed: • Pursuant to Article 135, Paragraph 2, and Article 144 of the Operating Rules of the Taiwan Stock Exchange Corporation. • Trading personnel Wu, ○-De violated the following rule: 1. Sales personnel acting as a fund safekeeper for his mother and younger sister is a violation of the provisions of Article 18, Paragraph 2 of the Operating Rules of the Taiwan Stock Exchange Corporation, as well as the Internal Control System Standards of Securities Dealers CA-11210 Trading and Deals (42), which stipulates that the company's responsible persons, all levels of personnel and other employees must not violate Article 18 of the "Regulations Governing Responsible Persons and Associated Persons of Securities Firms" (Subparagraph 11 of Paragraph 2) when accepting customer orders to trade marketable securities or engaging in securities business. "Compliance obligations" and the internal control system established by the Company in accordance with the above-mentioned regulations. 2. For those who are unable to confirm the reason and take appropriate measures and report it regarding the customer's inquiry letter on the account statement, it is a violation of the provisions of Article 18, Paragraph 2 of the Operating Rules of the Taiwan Stock Exchange Corporation, as well as the Internal Control System Standards of Securities Dealers CA- 11140 Client Account Management (5)-5, which stipulates that "... for those who have not been delivered and have not replied, the reasons should be identified and reported to the general manager (or the branch manager in the case of a branch) for appropriate action to be taken... ", including the internal control system established by the Company in accordance with the above-mentioned regulations. |
1. Pursuant to Article 135 Item 2 and Article 144 of the Operating Rules of the Taiwan Stock Exchange Corporation, as well as TWSE Letter No. 1120500557 and the regulations of the Company, the punishment given to Personnel Wu, ○-De is as follows: (1) Pursuant to TWSE Letter No. 1120500557: The personnel is not allowed to perform the business for one month. (2) According to the provisions of 200-P-114 Rewards and Punishments Regulations 5.13.1: due to conducting the prohibited behaviors in their business, and being punished by the competent authority, besides following the procedures specifed in the competent authority's letter, a minor infraction is also recorded. 2. To ensure the implementation and compliance of internal control operations of the business and prevent employees from violating laws and regulations by accident, the Company reminded employees again to comply with relevant regulations of the business operations when performing the business. |
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Major faults Improvements
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| Major faults | Improvements |
|---|---|
| According to Ofcial Letter No. Fu—1120502073 issued by the Taiwan Stock Exchange on 7 July, 2023: 1. The Taiwan Stock Exchange conducted an audit of the Nanjing Branch on June 14 and 15, 2023, and identified operational deficiencies and outstanding matters. (1) Lu, ○-Chi, a former personnel in charge of brokerage trading business, had part-time engagements without prior notification or permission from the Company. (2)The Nanjing Branch failed to file a lawsuit within 5 business days from the date of knowledge or occurrence of the incident. 2. This was handled in accordance with Article 135, Section 2, and Article 144 of the Operat- ing Rules of the Taiwan Stock Exchange Corporation. Violations of the relevant regulations are as per listed below: (1) Pursuant to Article 18, Section 2 of the Operating Rules of the Taiwan Stock Exchange Corporation. (2) Listed below are the standards and regulations of Taiwan Stock Exchange Corporation Internal Control System Standards of Securities Dealers and the internal control system established by the Company in accordance with the aforementioned standards and regu- lations: 2.1 CW-11000 Personnel Employment Operations (VII), para 6: "Sales personnel shall notify the company in writing prior to any employment engagements outside the company." 2.2 CA-11410 Handling Procedures for Transaction Disputes or Litigation with Customers or Peers (II), where "Litigation with Customers 1. Handling Procedures: ... If a securities frm or its directors, supervisors and employees have a lawsuit with a customer due to securities business, the company shall, within fve days from the date of knowledge or occurrence of incident, submit the declaration of lawsuit arising from the securities dealer's and its directors, supervisors and employees in the securities business' and the relevant attachments to Taiwan Stock Exchange Corporation for reporting to the competent authority..." |
1. Per Letter No. 1120502073 of the Taiwan Stock Exchange Corporation: the Company was requested to pay attention to improving and implementing the internal control system and a warning should be issued to Lu, ○-Chi. 2. For 2.1 Defciency : Announcement No. 012 of President Securities Corporation was issued on March 28, 2023, as a warning to former employee Lu, ○-Chi. For 2.2 Defciency : According to Lu's statement (private commercial dispute), it was acknowledged that there was no involvement in securities business, and no litigation declaration has been fled. However, as the complainant submitted relevant evidence, a supplementary litigation declaration was fled on a prudent basis, on June 12, 2023. Following the recommendation of the competent authority, relevant units were advised to pay attention to improvements. |
| According to Ofcial Letter No. Fu—1120357978 issued by the Taiwan Stock Exchange on 25 October, 2023: 1. On June 14 and 15 of 2023, the Taiwan Stock Exchange conducted an audit of the Nanjing Branch and discovered that Lu, ○-Chi, a disciplined personnel, had been involved in the handling of client funds. Such action is in violation of Article 18, Section 2, Clause 11 of the "Regulations Governing Responsible Persons and Associated Persons of Securities Firm". 2. According to Article 18, Section 2, Clause 11 of the "Regulations Governing Responsible Persons and Associated Persons of Securities Firms", responsible persons and associated persons of a securities frm may not engage in safekeeping securities, cash, chops or deposit books of customers. Additionally, under Article 56 of the "Securities and Exchange Act", it's regulated that " If any director, supervisor, or employee of a securities frm is found to have committed any act which violates this Act or another related act or regulation, and if such violation may afect the normal operation of the said securities frm, the Competent Authority, in addition to ordering the said securities frm to suspend business operation of such person for not more than one year or discharge such person at any time". |
1. Per Letter FSC Securities No. 1120357978 of the Financial Supervisory Commission, Lu, ○-Chi was suspended for a period of 2 months from executing business operations. 2. Former sales representative Lu, ○-Chi, has resigned, effective June 8, 2023, and the resignation was also reported to the Taiwan Stock Exchange for record keeping. |
| According to Ofcial Letter No. Fu—1130500443 issued by the Taiwan Stock Exchange on 6 February, 2024 1. The Taiwan Stock Exchange conducted an auditat the Sanchong Branch on December 12 and 13 of 2023, and identifed operational defciencies. It was discovered that Chang, ○-Min, former senior manager of Sanchong Branch, had accessed customer transaction records and shared the screenshots with others, which is a violation of the following regulations: (1) Article 18, Section 2 of the Operating Rules of the Taiwan Stock Exchange Corporation. (2) Point 2 of the Operation Directions for Inquiries of Customer Data by Employees of Securities Firms. (3) Article 47 of the Company's Work Rules which states that "employees are prohibited from browsing through documents, correspondence, and account books that are not relevant to their own work. They are also not allowed to share self-created documents with individuals who are not involved in their job responsibilities." 2. The Company should take note of the aforementioned violation of regulations in order to improve and implement internal control systems. Prompt notifcation of the violation should be given to the branch manager, Chang, ○-Min, and a warning should be issued for the misconduct. |
1. Chang, ○- Min, former senior manager of Sanchong Branch, has been transferred from his previous position. In compliance with TWSE Letter No. 1130500443 , Chang, ○- Min, former senior manager of Sanchong Branch, has received a warning. 2. To ensure the implementation and compliance of internal control operations of the business and prevent employees from violating laws and regulations by accident, the Company reminded employees again to comply with relevant regulations of the business operations when executing business operations. |
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2023 Annual Report
III. Corporate Governance
M. Major Resolutions of Shareholders Meeting and Board of Directors Meeting
1. Major resolutions of 2023 General Shareholders Meeting: Executed according to the resolution of the General Shareholders Meeting.
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2023 Annual General Shareholders Meeting
-
(1) Matters to be ratified
| Proposal 1 Proposed for approval of 2022 Business Report and Consolidated and Individual Financial Statements |
Proposal 1 Proposed for approval of 2022 Business Report and Consolidated and Individual Financial Statements |
|---|---|
| Explanation | 1.2022 Consolidated and Individual Financial Statements of the Company was audited and certified by accountant Lin, Se-Kai, Lo, Chiao-Sen from PwC. 2.Business Report as well as Consolidated and Individual Financial Statements were approved by the 4th Meeting of the 10th Board of Directors on March 8, 2023, and reviewed by the Audit Committee. 3.Please refer to the Meeting Manual for relevant information. |
| Resolution | The Company's shareholders present have total votes of 976,150,187 of which approval votes 926,960,387(including electronic votes of 725,200,275), disapproval votes 614,159 (including electronic votes of 614,159), abstention votes/no votes 48,575,641 (including electronic votes of 28,358,945, and invalid votes 0; the approval votes account for 94.960836%, 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 Proposed for approval of 2022 profit distribution |
|
| Explanation | 1.The Company's 2022 earnings distribution was conducted in accordance with laws and the Company's Articles of Incorporation. (refer to Appendix 4 of the Meeting Manual) 2.For the calculation of the 2022 proft to be distributed, an decreasing adjustment of NT$4,149,902 in the remeasurement of defned beneft plan at the beginning of the period, increasing by NT$83,414,928 as a result of remeasurement of defned beneft plans this period and plus the after-tax net proft of NT$729,368,350 in 2022 ; in addition, setting aside legal reserve (10%) and special reserve (20%), Distributable earnings in 2022 amounted to NT$573,098,196, and the cash dividends to be paid was NT$567,774,224; a cash dividend of NT$0.39 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-rights, ex-dividends and capital increasing. 3.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 976,150,187, of which approval votes 928,092,021 (including electronic votes of 726,331,909), disapproval votes 655,741 (including electronic votes of 655,741), abstention votes/no votes 47,402,425 (including electronic votes of 27,185,729), and invalid votes 0; the approval votes account for 95.076765%, 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 2, 2023, the Company announced that the ex-dividend date was July 26, 2023, and the payout of cash dividends was completed on July 18, 2023. |
(2) Matters to be discussed
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Proposal 1 Amendments to the Articles of Incorporation are proposed for discussion.
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| 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. According to the frst point of Corporate Governance 3.0 -Sustainable Development Roadmap issued by the FSC. Strengthening duties and functions of boards: TWSE/TPEx-listed fnancial institutions and insurance companies will, starting in 2024, be required to have independent directors make up no less than one third of the directors (applicable at the end of term for existing directors), and have 50% or more of the independent directors serve no more than three consecutive terms (applicable at the end of term for existing directors). 2. Please refer to the Meeting Manual for the comparison table of the amended articles in Article 13 of the Company's Articles of Incorporation. |
| Resolution | The Company’s shareholders present have total votes of 976,150,187, of which approval votes 924,716,171 (including electronic votes of 722,956,059), disapproval votes 619,443 (including electronic votes of 619,443), abstention votes/no votes 50,814,573 (including electronic votes of 30,597,877, and invalid votes 0; the approval votes account for 94.730932%, over half of the total votes of the shareholders present. The proposal made by the Board of Directors was approved as it was. |
Note: Please refer to the Market Observatory Post System—Annual Reports and Shareholders Meetings (including depositary receipt information) for relevant appendices of the meeting.
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President Securities Corporation
2. Major Resolutions during the Board of Directors Meetings in 2023 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 |
|---|---|---|
| 2023.3.8 The 10th Board meeting of the 12th Board of Directors |
1. Review of 2022 Business Report and Consolidated and Individual Financial Statements. 2. Accountant independence and competency evaluation. 3. Report the overall implementation status of information security. 4. Disclosure of qualitative information for risk management. 5. Established an ESG Investment Management Policy. 6. Increased the number of upstream securities firms for commissioned transactions in foreign securities business 7. Proposal for people in authority (managerial officers) to serve as the directors and supervisors concurrently at subsidiaries in which the Company has invested. 8. The proposal for 2022 profit sharing remuneration ratio for employees and directors. 9. The proposal for 2022 profit sharing remuneration for employees and directors. 10. 2022 Earnings Distribution. 11. Amended the Articles of Incorporation. 12. Report 2022 legal compliance risk assessment report. 13. The Company’s 2022 money laundering and terrorist financing risk assessment report. 14. Internal Control Certification on AML/CFT and Insider Trading. 15. Submitted the Statement of the 2022 Internal Control System. 16. Amendment to internal control system. 17. Convene 2023 Annual Shareholders' Meeting. 18. The implementation status from October to December in 2022 and annual self-assessment of the principle of fair treatment to consumers. 19. Applied for credit line for short-term loans from financial institutions. 20. Applied for credit line for short-term loans in foreign currencies from financial institutions for OSU. 21. Applied for foreign currencies interbank call loan limits from financial institutions. |
All Directors present voted in favor of the resolution without any objection. |
| 2023.05.04 The 11th Board meeting of the 12th Board of Directors |
1. The Chairman of the Board is authorized to set the ex-dividend date after the proft distribution proposal is passed at the shareholders' annual general meeting. 2. Amendment to the Regulations Governing the Board Performance Evaluation. 3. Amendment to the anti-money laundering and counter terrorist fnancing procedures and plans. 4. Amended the professional investor statement and the KYC review and management procedures. 5. Periodic review for non-restricted purpose loans and application for maintaining credit line . 6. Periodic review of fnancing limit and application for maintenance of fnancing limit. 7. Change of managers. 8. Dismissal of consultant. 9. 2022 employee remuneration distribution proposal for managers. 10. Annual plan for promoting sustainable development and annual execution plans for ESG matters. 11. Amendment to Guidelines for Implementing the Company's Accountability System. 12. Amendments to the policies and strategies of the principle of fair hospitality. 13. Implementation of the Principle of fair treatment to consumers from January to March in 2023. 14. Applied for credit line for short-term loans from fnancial institutions. 15. OSU applied for short-term loan credit line in foreign currencies from fnancial institutions. |
All Directors present voted in favor of the resolution without any objection. |
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2023 Annual Report
III. Corporate Governance
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Meeting Item Resolution
2023.08.24 1. Discussed the Company's 2023 Q2 individual financial statements and the consolidated All Directors present
The 12th Board financial statements. voted in favor of the
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| Meeting | Item | Resolution |
|---|---|---|
| 2023.08.24 The 12th Board |
1. Discussed the Company's 2023 Q2 individual fnancial statements and the consolidated fnancial statements. |
All Directors present voted in favor of the |
| meeting of the 12th Board of Directors |
2. Amendment to internal control system. 3. Abolish license for concurrently engaged securities investment trust consulting enterprises to handle discretionary investment business in the form of trust. 4. Amendment to Procedures for Handling Material Inside Information. 5. Renewal of liability insurance for Directors and key personnel. 6. Application of increase in the credit lines of non-restricted purpose loans for Neihu Branch customers. 7. Application of increase in the credit lines of non-restricted purpose loans for Panchiao Branch customers. 8. Application of increase in the credit lines of securities lending for company customers. 9. Change of managers. 10. Periodic review and evaluation of the policy and structure for the remuneration of the Company's Directors. 11. The implementation status of the principle of fair treatment to consumers from April to June in 2023. 12. Applied for credit line for short-term loans from fnancial institutions. 13. OSU applied for short-term loan credit line in foreign currencies from fnancial institutions. 14. Application for an Increase in the ExemptionQuota for the Issuance of CompanySecurities. |
resolution without any objection. |
| 2023.11.08 The 13th Board meeting of the 12th Board of Directors |
1. Amendment to internal control system. 2. Amendment to Anti-Money Laundering and Counter-Terrorist Financing Procedures and Plans. 3. Amendment to Corporate Governance Principles. 4. Registration for addition of new business premises of the head ofce. 5. Change of managers. 6. Amendment to the brokerage service fee rate and discount policy. 7. Amended the professional investor statement and the KYC review and management procedures. 8. Implementation of a Tiered Management Mechanism for Authorization Limits of Securities Business Loans. 9. Periodic review and application for maintaining credit line for non-restricted purpose loans. 10. Periodic review of fnancing limit and application for maintenance of fnancing limit. 11. Periodic review and application for maintenance of securities lending limits for domestic legal entities. 12.Application of increase in the credit lines of non-restricted purpose loans for Neihu Branch customers. 13. Application of increase in the credit lines of securities lending for Chengzhong customers. 14. Increased the number of upstream securities frms for accepting orders to trade foreign securities. 15. Implementation of the Principle of fair treatment to consumers from July to September in 2023. 16. Write of bad debt of 2023. 17. Applied for credit line for short-term loans from fnancial institutions. 18. Applied for credit line for short-term loans in foreign currencies from fnancial institutions for OSU. |
All Directors present voted in favor of the resolution without any objection. |
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| Meeting | Item | Resolution |
|---|---|---|
| 2023.12.21 The 14th Board meeting of the 12th Board of Directors |
1. Report 2024 annual audit plan. 2. Amendment to Internal Operating Procedures for the Emerging Stock Market. 3. Established the limits for the Company's overall and departmental risk in 2024. 4. Periodic review and evaluation of the remuneration policy and structure for the Company's senior executives and managers. 5. Establish Guidelines for Financial Business Operations with Related Parties. 6. 2024 budget and operation plan. 7. Change of managers. |
All Directors present voted in favor of the resolution without any objection. |
| 2024.03.04 The 15th Board meeting of the 12th Board of Directors |
1. Review of 2023 Business Report and Consolidated and Individual Financial Statements. 2. Accountant independence and competency evaluation. 3. Disclosure of qualitative information for risk management. 4. Application of increase in the credit lines of securities lending for agent's customers. 5. Amendment to Rules for Commission Payments to Brokerage Channel Sales Personnel. 6. Dunnan Branch Ofce Relocation Proposal. 7. Change of managers. 8. Annual plan for promoting sustainable development and annual execution plans for ESG matters. 9. Establish Procedure for Preparation and Assurance for Sustainability Report. 10. Proposal for people in authority (managerial officers) to serve as the directors and supervisors concurrently at subsidiaries in which the Company has invested. 11. The proposal for 2023 profit sharing remuneration ratio for employees and directors. 12. The proposal for 2023 profit sharing remuneration for employees and directors. 13. 2023 Earnings Distribution. 14. Amended the Articles of Incorporation. 15. Amendment to the Audit Committee Charter. 16. Amendment to the Rules and Regulations for Board Meetings. 17. Report 2023 legal compliance risk assessment report. 18. The Company’s 2023 money laundering and terrorist financing risk assessment report. 19. Report 2023 Internal Control Certification on AML/CFT and Insider Trading. 20. Submitted the Statement of the 2023 Internal Control System. 21. Amendment to internal control system. 22. The implementation status from October to December in 2022 and annual self-assessment of the principle of fair treatment to consumers. 23. Applied for credit line for short-term loans from fnancial institutions. 24. Applied for credit line for short-term loans in foreign currencies from fnancial institutions for OSU. 25. Convene 2024 Annual Shareholders' Meeting. 26. Proposal regarding the election of the 13th Board of Directors. 27. Nominations for the 13th Board of Directors. 28. List of candidates nominated by the Board of Directors. |
All Directors present voted in favor of the resolution without any objection. |
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III. Corporate Governance
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| Meeting | Item | Resolution |
|---|---|---|
| 2024.05.08 The 16th Board meeting of the 12th Board of Directors |
1. Application for Acquisition and Disposal of UPAMC ETF. 2. Amendment to internal control system. 3. Amendments to the statement of applicability of the information security management system. 4. Establishment of the regulations on the management of credit transaction account securities quota. 5. Application of increase in the credit lines of non-restricted purpose loans for Taichung Branch customers. 6. Proposal of Application for Increase in Dunnan Customer Financing and Margin Loan Limit. 7. Periodic review and application for maintaining credit line for non-restricted purpose loans. 8. Periodic review and application for maintenance of securities lending limits for domestic legal entities. 9. Proposal of periodic review for securities lending limits and application for maintenance of financing limit. 10. Periodic review of fnancing limit and application for maintenance of fnancing limit. 11. Increased the number of upstream securities frms for accepting orders to trade foreign securities. 12. Change of managers. 13. Establishment of the reporting procedure for major incidents. 14. Establishment of the guidelines for the implementation of Directors' education. 15. 2023 employee remuneration distribution proposal for managers. 16. Waive the non-compete clause of the Company's Directors. 17. Reviced the minute of 2024 shareholder meeting. 18. The Chairman of the Board is authorized to set the ex-dividend date after the proft distribution proposal is passed at the shareholders' annual general meeting. 19. Implementation of the Principle of fair treatment to consumers from January to March in 2024. 20. Applied for credit line for short-term loans from fnancial institutions. 21. OSU applied for short-term loan credit line in foreign currencies from fnancial institutions. 22. Application for an Increase in the Exemption Quota for the Issuance of Company Securities. 23. Review the list of nominees for the 13th Directors and Independent Directors. |
For proposal 1 to 15 and 17 to 22, The chairman has the assent of all the Directors present voted in favor of the resolution without any objection. After the Deputy Chairman put forward the 16rd proposal for approval, it was passed unanimously by the Directors present at the meeting without any objections (excluding Chairman who recused himself from voting). After the Chairman put forward the 23rd proposal for approval, it was passed unanimously by the Directors present at the meeting without any objections (excluding Directors who recused themselves from voting). |
-
N. 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.
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O. 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
Unit: NT$ thousands
| Accounting Firm | Name of CPA | Period Covered by CPA’s Audit |
Audit Fee | Non-audit Fee | Total | Remarks |
|---|---|---|---|---|---|---|
| PwC Taiwan | Lin, Se-Kai Lo, Chiao-Sen |
2023.01.01- 2023.12.31 |
5,420 | 8,056 (Note) |
13,476 | (Note) |
Note: Information Security Testing and Consulting Services, attestation of Tax Returns, transfer pricing profit indicator analysis, sustainability reporting consultancy and assurance report, consultation services on disclosure recommendations for climate-related financial information (TCFD), performed URL penetration tests, certification service for salary information checklist for non-executive full-time employees, tax advisory services for repatriation of profits from Hong Kong subsidiaries.
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B. 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: None , not Applicable.
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C. Auditing expenses decreased by 10% in comparison to the previous year, information regarding the amount, percentage and reason for the decrease in auditing expenses shall be disclosed: None , not Applicable.
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President Securities Corporation
- V. Replacement of CPA: PwC Taiwan adhered to the provisions of Article 68 of TWSQC1 Quality Control for Public Accounting Firms, the CPA shall be replaced on a regular basis. Starting from the beginning of 2024, the financial report CPA Lo, Chiao-Sen was replaced with Kuo, Puo-Ju.
A. Regarding the Former CPA
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Replacement Year 2024
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| Replacement Year | 2024 | 2024 | 2024 | 2024 |
|---|---|---|---|---|
| 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 Lo, Chiao-Sen |
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 |
B. Regarding the Successor CPA
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----- Start of picture text -----
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 and Kuo, Puo-Ju. |
| Year of appointment | 2024 |
| 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 6 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.
92
2023 Annual Report
III. Corporate Governance
VII. Net Change in shareholdings and in shares pledged by directors, supervisors, manages, and shareholders holding more than a 10% share in the Company.
Unit: Share
==> picture [542 x 683] intentionally omitted <==
----- Start of picture text -----
2023 As of March 31, 2024
Title Name Holding Increase Pledged Holding Holding Increase Pledged Holding
Increase Increase
(Decrease) (Decrease)
(Decrease) (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. (1,954,000) 0 (561,000) 0
Director China F.R.P. Corp. 0 0 0 0
Director Duh, Bor-Tsang 0 0 0 0
Director Juang, Jing-Yau 0 0 0 0
Director Lee, Tzong-Shiun 0 0 0 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
Yang, Kai-Chih 0 0 0 0
Executive Vice President
Finance Department Vice
An, Chi-Li 0 0 0 0
President
Quantitative Trading
Huang, Jung-Jen 0 0 0 0
Department Vice President
Financial Product Department
Pu, Chien-Heng 0 0 0 0
Vice President
Capital Market Department
Wei, Chih-Hsu 0 0 0 0
Vice President
Fixed Income Department Vice
Yeh, Ming-Chieh 0 0 0 0
President
Administration Department
Yu, Hung-Chieh 0 0 (4,000) 0
Vice President
Shareholder Services
Department Sales Vice Chueh, Chih-Chung 0 0 (10,000) 0
President
Auditing Office Chief Auditor Hsu,Wen-Ling 0 0 0 0
Information System
Department Senior Assistant Lin, Jung-Hui 0 0 0 0
Vice President
Quantitative Trading Senior
Department Assistant Vice Lee, Chien-Hsin 0 0 0 0
President
Quantitative Trading Senior
Department Assistant Vice Chien, Pang-Yen 0 0 0 0
President
Corporate Client Department
Fan, Tsung-En 0 0 0 0
Assistant Vice President
President Office Corporate
Governance Senior Assistant Chen, Nai-Chen 98,498 0 0 0
Vice President
Finance Department Assistant
Su, Wei-Lun 0 0 0 0
Vice President
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93
President Securities Corporation
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----- Start of picture text -----
2023 As of March 31, 2024
Title Name Holding Increase Pledged Holding Holding Increase Pledged Holding
Increase Increase
(Decrease) (Decrease)
(Decrease) (Decrease)
Financial Product Department
Chang, Chung-Lin 0 0 (43,925) 0
Assistant Vice President
Shareholder Services
Department Assistant Vice Chang, Shao-Ping (53,000) 0 0 0
President
Settlement & Clearing
Department Assistant Vice Wu, Sheng-Yu 0 0 0 0
President
Capital Market Department
Chen, Chia-Chang 0 0 0 0
Assistant Vice President
Capital Market Department
Chiang, Chang-Kuen 0 0 0 0
Assistant Vice President
Information System
Department Assistant Vice Hu, I-Der 0 0 0 0
President
Capital Market Department
Lin, Wei-Hung 0 0 0 0
Assistant Vice President
Settlement & Clearing
Department Assistant Vice Huang, Chi-Ming 0 0 0 0
President
Risk Control Office
Chang, Ping-Chuan 0 0 0 0
Assistant Vice President
Corporate Client Department
Yu, Yi-Cheng 0 0 0 0
Assistant Vice President
Corporate Client Department Lee, Yi-Jen
0 0 0 0
Assistant Vice President (Dismissed in 2023.06.04)
General Affairs Department
Chen, Shu-Fen 0 0 0 0
Assistant Vice President
Capital Market Department
Hsu, Hui-Chun 0 0 0 0
Assistant Vice President
Compliance Division Senior
Su, Yung-Hsin 0 0 0 0
Manager
Compliance Division Assistant Hung, Ying-Che
0 0 0 0
Vice President (Dismissed in 2024.01.01)
Brokerage Department Vice
Chang, Hung-Shuo 0 0 0 0
President
Brokerage Department District
Lin, Li-Lin 0 0 0 0
Supervisor
Brokerage Department District Chien, Chia-Nan
0 0 0 0
Supervisor (Dismissed in 2023.08.25)
Brokerage Department Vice Hsu, Sheng-Hsiang 0 0 0 0
District Supervisor
Acting Brokerage Department
Lin, Yu-Ju 0 0 0 0
Vice District Supervisor
Acting Brokerage Department
Cheng,Chih-Ming 0 0 0 0
Vice District Supervisor
Brokerage Department Product
Origination and Management
Wang, Ssu-Wei 0 0 0 0
Division
Deputy General Manager
Brokerage Department
Chen, Yu-Heng
Digital Business Department 0 0 0 0
(Dismissed in 2023.06.01)
Senior Manager
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94
2023 Annual Report
III. Corporate Governance
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----- Start of picture text -----
2023 As of March 31, 2024
Title Name Holding Increase Pledged Holding Holding Increase Pledged Holding
Increase Increase
(Decrease) (Decrease)
(Decrease) (Decrease)
Global Institutional Service
Department Senior Assistant Wang, Shi-Cheng 0 0 0 0
Vice President
Brokerage Department Debit
Chu, Chen-Pu 0 0 0 0
Center Assistant Vice President
Brokerage Department
Digital Business Department Wei, Lien 0 0 0 0
Senior Manager
Brokerage Department
Digital Business Department Liu, Chun-Liang 0 0 0 0
Senior Manager
Wealth Management and
Trust Department Assistant Kao, Hsiu- Lin 0 0 0 0
Manager
Tunghsing Equity Department
Chiu, Shyh-Tyng 20,697 0 0 0
Manager
Tunghsing
Kao, Jung 0 0 0 0
Business Section 1 Manager
Tunghsing Equity Department
Tsai, Shu-Mei 0 0 0 0
Manager
Kaohsiung Branch Manager Wu, Huan-Chung 0 0 0 0
Dunnan Branch Manager Chiang, Wen- Ling 0 0 0 0
Zhongli Branch Manager Chiang, Tsong-Shyan 0 0 0 0
Chengzhong Branch Manager Cheng, Chih-Ming 0 0 0 0
Chao, Cheng
Chengzhong Branch Manager 0 0 0 0
(Dismissed in 2023.05.05)
Tainan Branch Manager Hsieh, Chia-Hsi (70,400) 0 0 0
Taichung Branch Manager Hsu, Jui-Ming 0 0 0 0
Hsinchu Branch Manager Lee, Chin-Yi 0 0 0 0
Chiayi Branch Manager Tsai, Ruo-Chen 0 0 0 0
Huang, Hsiang-En
Chiayi Branch Manager 0 0 0 0
(Dismissed in 2023.05.05)
Pingtung Branch Manager Tai, Hung- Da 0 0 0 0
Chen, Chia-Yu
Pingtung Branch Manager 0 0 0 0
(Dismissed in 2023.11.09)
Keelung Branch Manager Hung, Chien- Han 0 0 0 0
Yonghe Branch Manager Liu, Han-Chou 0 0 0 0
Hsh, Hua-Show
Yonghe Branch Manager 0 0 0 0
(Dismissed in 2024.03.05)
Wu, Han-Chang
Yonghe Branch Manager 0 0 0 0
(Dismissed in 2023.06.01)
Xin Taichung Branch Manager Chung, Hui-Ju 0 0 0 0
Hsinying Branch Manager Chou, Kuo-Hsiang 0 0 0 0
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95
President Securities Corporation
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----- Start of picture text -----
2023 As of March 31, 2024
Title Name Holding Increase Pledged Holding Holding Increase Pledged Holding
Increase Increase
(Decrease) (Decrease)
(Decrease) (Decrease)
Changhua Branch Manager Yu, Fu-Tsun 0 0 0 0
Taoyuan Branch Manager Chiu, Ming-Kai 0 0 0 0
Yuanlin Branch Manager Chien ,Chu-Wei 0 0 0 0
Chiang, Shih-Fang
Yuanlin Branch Manager 0 0 0 0
(Dismissed in 2024.03.05)
Sanchung Branch Manager Lin, Pin-Chun 0 0 0 0
Chang, Shih-Min
Sanchung Branch Manager 0 0 0 0
(Dismissed in 2024.01.09)
Shilin Branch Manager Hsu, Fu-Chiang 0 0 0 0
Panchiao Branch Manager Chiang, Chen-Hsiung 0 0 0 0
Lo, Shih-Hong
Panchiao Branch Manager 0 0 0 0
(Dismissed in 2023.06.01)
Sanduo Branch Manager Tseng, Tsung-Yu 0 0 0 0
Szichih Branch Manager Chou, Da-Kuang 0 0 0 0
Ilan Branch Manager Lin, Chia-Hui 0 0 0 0
Chiang, Jen-Chu
Ilan Branch Manager 0 0 0 0
(Dismissed in 2023.06.01)
Nanjing Branch Manager Tseng, Chien-Ming 0 0 0 0
Kinmen Branch Manager Kang, Wen-Chieh 0 0 0 0
Tucheng Branch Manager Lin, Shao-Kang 0 0 0 0
Kao, Ming-Chou
Tucheng Branch Manager 0 0 0 0
(Dismissed in 2023.09.01)
Songjiang Branch Manager Lin, Shih-Wei 0 0 0 0
Songjiang Branch Manager Huang, Tung-He 0 0 0 0
Neihu Branch Manager Huang, Chih-Hua 0 0 0 0
Renai Branch Manager Wu, Yueh-Chung 0 0 0 0
Pingzhen Branch Manager Li, Shu-Jung 0 0 0 0
Zhunan Branch Manager Kuo, Li-Hung 0 0 0 0
Su,Yung-Sheng
Zhunan Branch Manager 0 0 0 0
(Dismissed in 2023.05.05)
Offshore Securities Unit Branch
Chang, Hung-Shuo 0 0 0 0
Manager
10% Shareholder Uni-President Enterprises Corp 0 0 0 0
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96
2023 Annual Report
III. Corporate Governance
VIII. Information Disclosing the Relationship between any of the Company’s Top Ten Shareholders
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----- Start of picture text -----
As of April 29, 2024
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 Investees for whom
Uni-President Store Corp. valuation is conducted
417,516,621 28.678 0 0 0 0 NA
Enterprises Corp. 2. Kai Nan Investment under the equity
Co., Ltd. method
Lo, Chih-Hsien
Kao, Shiow- Ling
Delegate of
0 0 4,018,979 0.276 0 0 Delegate of Kao Spouse NA
Uni-President
Chyuan Inv. Co., Ltd.
Enterprises Corp.
President Securities
Corporation - Trust 46,027,175 3.161 0 0 0 0 NA NA NA
Account
Kai Nan Investment Uni-President
42,253,212 2.902 0 0 0 0 Note 2 NA
Co., Ltd. Enterprises Corp.
President Chain Uni-President
40,545,111 2.785 0 0 0 0 Note 2 NA
Store Corp. Enterprises Corp.
Lo, Chih-Hsien Kao, Shiow- Ling
Delegate of Kai Nan 0 0 4,018,979 0.276 0 0 Delegate of Kao Spouse NA
Investment Co., Ltd. Chyuan Inv. Co., Ltd.
Tainan Spinning Hsin Yung Hsing
34,096,102 2.342 0 0 0 0 Note 3 NA
Co., Ltd. Investment Co., Ltd.
Eternal Materials
33,366,767 2.291 0 0 0 0 NA NA NA
Co., Ltd.
Kao Chyuan Inv.
32,988,828 2.265 0 0 0 0 NA NA NA
Co., Ltd.
Kao, Shiow- Ling Lo, Chih-Hsien
Delegate of Kao Delegate of Uni-
4,018,979 0.276 0 0 0 0 Spouse NA
Chyuan Inv. Co., President Enterprises
Ltd. Corp.
Dr. C. Y. Kao’s Non-
Profit Foundation of
Culture & Education 18,975,361 1.303 0 0 0 0 NA NA NA
(In Memory of His
Mother)
Canking Investment
17,947,517 1.232 0 0 0 0 NA NA NA
Co., Ltd.
Hsin Yung Hsing Tainan Spinning Co.,
15,711,845 1.079 0 0 0 0 Note 3 NA
Investment Co., Ltd. Ltd.
----- End of picture text -----
Note 1: The shareholding ratio was calculated based on the 1,455,831,343 shares of the share capital of President Securities Corporation.
Note 2: Affiliates of Uni-President Enterprises Corp.
Note 3: Hsin Yung Hsing Investment Co., Ltd. is director of Tainan Spinning Co., Ltd.
97
President Securities Corporation
IX. Ownership of Shares in Affiliated Enterprises
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----- Start of picture text -----
As of March 31, 2024
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 (Note1) 192,600,000 100.00 0 0 192,600,000 100.00
President Wealth Management (HK) Ltd. (Note1) 23,400,000 100.00 0 0 23,400,000 100.00
Jin Yuan President Securities Limited (Note2) 735,000,000 49.00 0 0 735,000,000 49.00
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
----- End of picture text -----
Note 1: President Securities (Hong Kong) Limited, President Wealth Management (Hong Kong) Limited was approved by the board of directors to deal with the dissolution and liquidation matters. The liquidation process is currently in progress.
Note 2: Jin Yuan President Securities Limited has no shares issuin. The Company investment amount is 735,000,000 RMB dollars. Note 3: President Securities Nominee Limited was liquidated in January, 2024.
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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----- Start of picture text -----
Unit: NT$ thousands
Name Title Bonuses (Note)
Tsai, Sen-Bu President
Chang, Hung-Shuo Vice President
Lin, Li-Lin District Assistant Vice President
An, Chi-Li Vice President
Wei, Chih-Hsu Vice President
810
Yeh, Ming-Chieh Vice President
Huang, Jun-Jen Vice President
Pu, Chien-Heng Vice President
Yang, Kai-Chih Executive Vice President
Lin, Jung-Hui Senior Assistant Vice President
----- End of picture text -----
Note 1: Receive employee bonuses for 2022 in 2023.
Note 2: The sequence is arranged based on the department codes.
98
2023 Annual Report
III. Corporate Governance
XI. Training of Directors and Supervisors
==> picture [541 x 622] intentionally omitted <==
----- Start of picture text -----
Date of
Title Name Date Organization Course Credit
Inauguration
Taiwan Institute of Analysis of international climate change
Lin, Kuan- 2023.08.24 3
Chen Directors development trends and practical cases
Chairman Delegate of Kai 2021.07.20
Legal compliance and legal responsibilities
Nan Investment Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Co., Ltd Directors
governance 3.0
Taiwan Institute of Analysis of international climate change
Liu, Tsung-Yi 2023.08.24 3
Directors development trends and practical cases
Delegate of Kai
Director 2021.07.20
Nan Investment
Taiwan Institute of Taiwan's economic prospects under the
Co., Ltd. 2023.04.27 3
Directors changing international situation
Taiwan Institute of Digital innovation and sustainable
2023.10.26 3
Directors transformation to create a smart enterprise
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Chen, Kuo-Hui Directors development trends and practical cases
Delegate of Kai
Director 2021.07.20
Nan Investment Legal compliance and legal responsibilities
Taiwan Institute of
Co., Ltd. 2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Taiwan's economic prospects under the
2023.04.27 3
Directors changing international situation
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Directors development trends and practical cases
Hsieh Hung,
Hui-Tzu Legal compliance and legal responsibilities
Taiwan Institute of
Director Delegate of Kai 2021.07.20 2023.05.04 of directors and supervisors under corporate 3
Directors
Nan Investment governance 3.0
Co., Ltd.
Taiwan Institute of Taiwan's economic prospects under the
2023.04.27 3
Directors changing international situation
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Lu, Li-An Directors development trends and practical cases
Delegate of Kai
Director 2021.07.20
Nan Investment Legal compliance and legal responsibilities
Taiwan Institute of
Co., Ltd. 2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Digital innovation and sustainable
2023.10.26 3
Directors transformation to create a smart enterprise
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Chen, Ching-Yi Directors development trends and practical cases
Delegate of Kai
Director 2021.07.20
Nan Investment Legal compliance and legal responsibilities
Taiwan Institute of
Co., Ltd. 2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Taiwan's economic prospects under the
2023.04.27 3
Directors changing international situation
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99
President Securities Corporation
==> picture [541 x 668] intentionally omitted <==
----- Start of picture text -----
Date of
Title Name Date Organization Course Credit
Inauguration
Taiwan Institute of Digital innovation and sustainable
2023.10.26 3
Directors transformation to create a smart enterprise
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Chen, Yi-Ling Directors development trends and practical cases
Delegate of Kai
Director 2021.07.20
Nan Investment Legal compliance and legal responsibilities
Taiwan Institute of
Co., Ltd. 2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Taiwan's economic prospects under the
2023.04.27 3
Directors changing international situation
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Teng, Wen-Hwi Directors development trends and practical cases
Delegate of Kai
Director 2021.07.20
Nan Investment Legal compliance and legal responsibilities
Taiwan Institute of
Co., Ltd. 2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Analysis of international climate change
Lee, Chi-Ming 2023.08.24 3
Directors development trends and practical cases
Delegate of
Director Hui Tung 2021.07.20
Legal compliance and legal responsibilities
Investment Co., Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Ltd. Directors
governance 3.0
Chang, Ming- Taiwan Institute of Analysis of international climate change
2023.08.24 3
Chen Directors development trends and practical cases
Delegate of
Director 2021.07.20
Leg Horn Taiwan Institute of Legal compliance and legal responsibilities
Investment Co., 2023.05.04 of directors and supervisors under corporate 3
Directors
Ltd. governance 3.0
Taiwan Corporate Roles and Responsibilities of the Board
Lee, Yee-Ching 2023.08.11 Governance of Directors/Senior Management in ESG 3
Delegate of Ta Association Governance
Director Le Investment 2022.07.01
Holding Co., Taiwan Institute of Legal compliance and legal responsibilities
Ltd. 2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Lee, Shu-Fen Directors development trends and practical cases
Delegate of
Director 2021.07.20
China F.R.P. Legal compliance and legal responsibilities
Taiwan Institute of
Corp. 2023.05.04 Directors of directors and supervisors under corporate 3
governance 3.0
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Directors development trends and practical cases
US Inflation, Interest Rates, and
Taiwan Institute of
2023.08.08 Economic Cycles: Observing Taiwan's 3
Director Duh, Bor-Tsang 2021.07.20 Directors
Macroeconomic Environment
Legal compliance and legal responsibilities
Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
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100
2023 Annual Report
III. Corporate Governance
==> picture [541 x 533] intentionally omitted <==
----- Start of picture text -----
Date of
Title Name Date Organization Course Credit
Inauguration
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Directors development trends and practical cases
Lee, Tzong-
Director 2021.07.20
Shiun Legal compliance and legal responsibilities
Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Directors development trends and practical cases
Director Juang, Jing-Yau 2021.07.20
Legal compliance and legal responsibilities
Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Directors development trends and practical cases
Independent Liang, Yann-
2021.07.20
Director Ping
Legal compliance and legal responsibilities
Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Corporate
Hostile Takeover, Contest for Corporate
2023.11.17 Governance 3
Control and Anti-Takeover Mechanism
Association
Independent Taiwan Institute of Analysis of international climate change
Pai, Chun-Nan 2021.07.20 2023.08.24 3
Director Directors development trends and practical cases
Legal compliance and legal responsibilities
Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Directors development trends and practical cases
Independent Song, Yung-
2021.07.20
Director Fong Legal compliance and legal responsibilities
Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
Taiwan Institute of Analysis of international climate change
2023.08.24 3
Directors development trends and practical cases
Independent Horng, Yuan-
2021.07.20
Director Chuan Legal compliance and legal responsibilities
Taiwan Institute of
2023.05.04 of directors and supervisors under corporate 3
Directors
governance 3.0
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101
President Securities Corporation
XII. Manager Learning
==> picture [543 x 639] intentionally omitted <==
----- Start of picture text -----
Title Name Date Organization Credit Course
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Lin,
Chairman
Kuan-Chen Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
President Tsai, Sen-Bu
Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
Executive development trends and practical cases
Yang,
Vice
President Kai-Chih Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Vice Huang, Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
President Jun-Jen development trends and practical cases
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Vice Pu,
President Chien-Heng Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Vice Yeh,
President Ming-Chieh Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Vice Chang,
President Hung-Shuo Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Vice Wei,
President Chih-Hsu Legal compliance and legal responsibilities
2023.05.04 Taiwan Securities Association 3 of directors and supervisors under corporate
governance 3.0
Legal compliance and legal responsibilities
Sales Vice Chueh,
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
President Chih-Chung
governance 3.0
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102
2023 Annual Report
III. Corporate Governance
==> picture [543 x 540] intentionally omitted <==
----- Start of picture text -----
Title Name Date Organization Credit Course
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Vice
An, Chi-Li
President Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Chief Hsu,
Auditor Wen-Ling Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Vice Yu,
President Hung-Chieh Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
Senior development trends and practical cases
Assistant
Lin, Jung-Hui
Vice
Legal compliance and legal responsibilities
President
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
development trends and practical cases
Assistant
Hung,
Vice
President Ying-Che Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Analysis of international climate change
2023.08.24 Taiwan Institute of Directors 3
Assistant development trends and practical cases
Wu,
Vice
President Sheng-Yu Legal compliance and legal responsibilities
2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
governance 3.0
Assistant Legal compliance and legal responsibilities
Chang,
Vice 2023.05.04 Taiwan Institute of Directors 3 of directors and supervisors under corporate
Ping-Chuan
President governance 3.0
----- End of picture text -----
103
President Securities Corporation
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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----- Start of picture text -----
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
Aug- Capital Increase
10 1,500,000 15,000,000 1,399,838 13,998,378 None Note 11
2020 by Earning
Sep- Capital Increase
10 1,500,000 15,000,000 1,455,831 14,558,313 None Note 12
2021 by Earning
----- End of picture text -----
-
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: Effective after reporting to the Financial Supervisory Commission on June 29, 2020 and approved by Ministry of Economic Affairs Jin So Sun Tzu No.10901155560 on August 24, 2020.
-
Note 12: Effective after reporting to the Financial Supervisory Commission on July 26, 2021 and approved by Ministry of Economic Affairs Jin So Sun Tzu No.11001166540 on September 17, 2021.
-
Note 13: As of April 30, 2024, 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.
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2023 Annual Report
IV. Capital Structure
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 | 1,455,831,343 44,168,657 1,500,000,000 Listed on TWSE |
Shelf Registration: None.
B. Structure of Shareholders
As of April 29, 2024
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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 0 300 52,948 201 53,449
Number of Shares 0 0 830,129,832 477,621,129 148,080,382 1,455,831,343
Ownership (%) 0 0 57.021 32.8074 10.1715 100
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C. Distribution Profile of Share Ownership
1. Common Shares
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As of April 29, 2024
Shareholders Ownership Number of
Ownership Ownership (%)
(Unit:Share) Shareholders
1 ~ 999 23,501 2,506,459 0.172
1,000 ~ 5,000 18,404 39,791,993 2.733
5,001 ~ 10,000 4,715 34,184,513 2.348
10,001 ~ 15,000 2,236 27,006,461 1.855
15,001 ~ 20,000 976 17,322,285 1.190
20,001 ~ 30,000 1,066 26,137,871 1.795
30,001 ~ 40,000 555 19,175,430 1.317
40,001 ~ 50,000 368 16,580,063 1.139
50,001 ~ 100,000 784 54,749,844 3.761
100,001 ~ 200,000 390 53,575,350 3.680
200,001 ~ 400,000 230 62,962,985 4.325
400,001 ~ 600,000 70 33,367,771 2.292
600,001 ~ 800,000 31 21,208,280 1.457
800,001 ~ 1,000,000 22 19,675,719 1.352
Over 1,000,001 101 1,027,586,319 70.584
Total 53,449 1,455,831,343 100.000
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2. Preferred Shares: None.
D. Major Shareholders
| 2. Preferred Shares: None. Major Shareholders |
2. Preferred Shares: None. Major Shareholders |
2. Preferred Shares: None. Major Shareholders |
|---|---|---|
| As of April 29, 2024 | ||
| Shareholding Shareholders | Number of Shares | Ownership (%) |
| Uni-President Enterprises Corp. 417,516,621 28.678 |
||
| President Securities Corporation - Trust Account 46,027,175 3.161 |
||
| Kai Nan Investment Co., Ltd. 42,253,212 2.902 |
||
| President Chain Store Corp. 40,545,111 2.785 |
105
President Securities Corporation
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Shareholding Shareholders Number of Shares Ownership (%)
Tainan Spinning Co., Ltd. 34,096,102 2.342
Eternal Materials Co., Ltd. 33,366,767 2.291
Kao Chyuan Investment Co., Ltd. 32,988,828 2.265
Dr. C. Y. Kao’s Non-Profit Foundation of Culture &
18,975,361 1.303
Education (In Memory of His Mother)
Canking Investment Co., Ltd. 17,947,517 1.232
Hsin Yung Hsing Investment Co., Ltd. 15,711,845 1.079
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Note: The shareholding ratio was calculated based on the 1,455,831,343 shares of the share capital of President Securities Corporation.
E. Market Price Per Share, Net Value, Earnings & Dividends for Latest Two Years
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Years
2022 2023 2024Q1
Item
Highest 21.91 20.75 24.65
Market Price
Per Share Lowest 13.85 15.11 18.4
(Note 1)
Average 17.12 17.84 22.36
Before Distribution 20.414 22.015 23.317
Net Worth
Per Share
After Distribution (Note 2) 20.024 - -
Weighted Average Shares
1,455,831 1,455,831 1,455,831
Earnings Per (thousand shares)
Share
Earnings Per Share 0.5 1.98 1.19
Cash Dividends (NT$) 0.39 1.32 -
- - -
Retained Earnings
Stock
Dividends
Dividends Additional Paid-in
Per Share - - -
Capital
Accumulated Undistributed
Dividend - - -
Price/Earnings Ratio (Note 3) 34.24 9.03 -
Return on
Price/Dividend Ratio (Note 4) 43.89 13.55 -
Investment
Cash Dividend Yield (Note 5) 2.28% 7.38% -
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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
106
2023 Annual Report
IV. Capital Structure
paid-in capital.
-
(2) The total amount of dividend shall not be below 70% of the allocable profit as per the preceding paragraph.
-
(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 2023 profit distribution at its Meeting on March 4, 2024, and the proposal to distribute 2023 profits is a cash dividend of NT$1.32 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 2023 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 2024 would be adjusted accordingly.
3. Profit Distribution of Year 2023 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 4, 2024, the Board of Directors passed the proposed allocation of 2% employees’ compensation and 2% remuneration for directors and supervisor in 2023 as follows:
Total employees’ compensation of NT$62,369,953 and total directors’ remuneration of
NT$62,369,953.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 2022 Distribution of Compensation of Employees, Directors and Supervisors
On March 8, 2023, the Board of Directors passed the proposed allocation of employees’ compensation and remuneration for directors and supervisor in 2022 as follows: Employees and directors bonus appropriation ratio was 2%, respectively, and distributed in cash.
Employees’ compensation amounted to NT$19,014,210 while remuneration for directors and supervisors amounted to NT$19,014,210. There was no difference between the estimates and the actual distributions approved at the Board Meeting.
I. Buyback of Treasury Stock: None.
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President Securities Corporation
II. Long-Term Borrowings: None.
-
A. Unpaid corporate bonds: None.
-
B. Corporate bonds due within one year: None.
-
III. Issuance of Preferred Stocks: None.
-
IV. Issuance of Global Depositary Receipts: None.
-
V. Issuance of Employee’s Stock Options: None.
-
VI. Merge and Acquisition: None.
VII. Working Capital Plans:
Any incomplete share issuance or private placement or any completed share issuance or private placement over the past three years from which benefits have not yet been reported as of March 31, 2024: None.
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2023 Annual Report
V. Business Environment
V. Business Environment
I. Description of Business Activities
A. Business Scope
1. Main areas of Business Operations
-
Underwriting business
-
Proprietary trading of listed securities
-
Brokerage for listed securities
-
Proprietary trading of listed securities through retail locations
-
Brokerage for listed securities through retail locations
-
Self-directed trading of foreign securities
-
Consignment trading of foreign securities
-
Securities margin purchase and short sale
-
Money borrowing or lending in connection with securities business
-
Securities borrowing and lending
-
Non-restricted purpose loan business
-
Shareholder services coordination
-
Support for futures trading through equity-related business
-
Concurrent operation of futures proprietary trading
-
Wealth Management business
-
Trust business
-
Financial derivatives products approved by the SFC
-
Offshore Securities business
-
Other relevant operations approved by the competent authority
2. Breakdown of Revenues for Latest Three Years
Unit: NT$ thousands
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2021 2022 2023
Item
Operating Operating Operating
% % %
Revenue Revenue Revenue
Brokerage 5,547,961 52.45 3,709,607 70.34 4,200,038 48.39
Proprietary Trading 4,604,856 43.53 1,388,875 26.33 4,026,257 46.39
Underwriting 425,188 4.02 175,609 3.33 452,422 5.21
Total 10,578,004 100.00 5,274,091 100.00 8,678,717 100.00
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President Securities Corporation
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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Business Area Products and Services Description
1. Accept orders from clients to buy/sell 1. The market share of brokerage business was 2.91% in 2023,
listed securities and forward to TWSE for ranked 8th among the domestic local securities firms.
execution. 2. The Company has 31 branches in total. The market share in a
2. Accept orders from clients to buy/sell single location is 0.1% and ranked 5th among the top ten domestic
listed securities and forward to TPEx for local securities firms, indicating that the Company’s operational
execution. efficiency was better than other firms.
3. Manage custodial services for clients. 3. The Company has been active in promoting electronic trading,
4. Provide margin financing for securities where proportion of transactions through electronic trading in the
trading. entire Company was 49.71% in 2016, 54.44% in 2017, 64.79%
in average in 2018, 68.29% in 2019, 69.15% in 2020 and 78.44%
5. Securities Borrowing and Lending Business.
Brokerage in 2021, 79.37% in 2022 and 77.72% in 2023. Since 2021, the
6. Non-restricted purpose loan business proportion of transactions conducted through electronic trading at
7. Consignment trading of foreign securities. President Securities has consistently exceeded 75%.
8. Futures Introducing Broker Business. 4. The trading system has integrated the trading functions of all
products, and customers can use the same electronic trading
9. Wealth management business.
platform for trading securities, futures, options, OTC stocks, 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 the Over the past 10 years, our proprietary trading department has
TWSE and TPEx, using President Securities’ been among the top every year. Regardless of the market trend, our
own funds. proprietary trading department is able to accurately read the market
Proprietary 2. Futures and options markets. and adjust its strategy accordingly and pick out the key trends and
sectors. And, they are able to match this with effective futures
Trading 3. Legally-permitted foreign marketable
hedging, risk management, and a diverse range of product trading
securities trading.
strategies, resulting in big gains, and small losses. This has allowed
us to retain a core proprietary trading team with considerable
experience, which has become the envy of the industry.
1. Use own capital to trade domestic and The Fixed Income Department mainly focuses on fixed income
foreign corporate and government bonds in proprietary trading business, sales, and DCM business, supplemented
the OTC market. with the issuance of structured products. The proprietary trading
2. Offer tendering services of Taiwan business is mainly based on foreign currency-denominated notes,
government bonds. supplemented by New Taiwan dollar-denominated notes. The
main products are US dollar-denominated and euro-denominated
3. Repo and Reverse-Repo transactions.
notes. The fixed income sales, underwriting, issuance of structured
Fixed Income 4. Trade overseas and domestic convertible products and Bond Exchange-Traded Notes are being developed
Business bonds. continuously. To expand fee businesses via proprietary trading
5. Provide debt capital market services for business support.
overseas and domestic issuers.
6. To trade government and corporate bonds
with customers.
7. Interest rate structured products trading,
design and sales.
8. Designed Bond Exchange-Traded Notes
1. Futures Proprietary Trading Division: 1. Operating Performance: In 2023, profitability of our futures
Market making and trading of legally- proprietary trading division was among the top in the industry.
permitted foreign futures and options 2. New Products/Services in Development: As regulators continue to
Quantitative contracts. liberalize the industry and allow new financial products, we stand
Trading
2. Strategic Trading Division: ETF arbitrage, ready to add these new products to our trading and, in turn, to add
market making, structured products issuing to our revenue streams.
and trading.
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2023 Annual Report
V. Business Environment
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Business Area Products and Services Description
1. Issue domestic and foreign equity warrants In 2023, our Financial Products Division was primarily engaged in
and conduct hedging strategies. issuing new warrants, structured note products, and other derivative
2. Launch structured products and conduct products authorized by the Taiwan’s regulators.
hedging strategies. 1. Market Position
3. Trading of equity derivatives. (1) Equity Warrants: A total of 5,187 warrants were issued in 2023,
for a total dollar value of NT$26,187,233 thousand, ranked 7th
4. Issuance and hedging of Exchange Traded
Notes (ETN) for index investments. in the market.The market share of the firm was approximately
5.13%. The net buy and sell of premium ranked 5th in the entire
5. Futures & spot strategy trading
market, accounting for approximately 8.63% of the market. It
6. Stock promotion business. was clear that the efficiency of the net sell was high (while the
7. Proprietary trading and strategy trading for issue amount only accounted for 4.53% of market share, the
convertible bonds. proportion of net sell was 8.63%).
8. Proprietary trading for futures and options in (2) Structured note products: For the year of 2023, the Company
Taiwan and other countries. undertook contracts amounting to a principal of NT$39,321,659
9. Design and planning of new financial thousand and was ranked 3rd in the market. A total of
NT$5,275,185 thousand in structure note products were
products and services.
outstanding at the end of 2023, ranked 3th in the market.
10.Other derivatives financial products
(3) In 2023, the total brokerage transaction volume reached
approved by the competent authority.
NT$21,287,492 thousand, ranking 2nd in the market. At the
end of the year, the outstanding amount was NT$2,636,636
Financial thousand, ranking 1st in the market.
Products (4) Exchange-Traded Notes (ETNs): ETNs are new products that
were launched with permission of the competent authority in
2019. As of December 2023, A total of 32 ETNs were outstanded
in the entire market.The Company also issued ten diverse ETNs,
accounting for approximately 31.25% of the market.
2. New Products/Services in Development
In addition to actively promoting the existing call/put warrant
business, structured product business, and equity options products,
and so on. We keep involving in various business operations
(including ETN and market-making for low-volume stocks).The
Company will 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.
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.
1. Assist corporations in application for public 1. Market Position: In 2023, PSC had 38 lead and co-lead
listing on TWSE or TPEx. underwriting deals, for a total dollar value of NT$3.870 billion.
2. Assess and advise clients with respect to 2. New Products/Services in Development: Our goal is to provide
capital increase plans. professional corporate financial services, to simultaneously act
3. Underwrite domestic and foreign bonds and as both an effective market maker and also as a top-notch service
issue global or Taiwan depositary receipts. provider, all with the aim of increasing the company’s overall
Underwriting added value. Going forward we will continue to focus our energy
4. Assist in M&A activities.
(Capital on landing mid- and large-sized deals, and will continue to bolster
Market) 5. Assess and advise clients with respect to our presence within the Greater China Region, so as to become a
applications to convert private equity into more competitive securities firm.
publicly traded stocks, treasury stocks,
capital increase plans and employee’s stock
options.
6. Other businesses relate to underwriting and
consulting.
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President Securities Corporation
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Business Area Products and Services Description
1. Coordinate shareholder services on behalf of 1. The scale of the Company’s agency
publicly listed companies. (1) The number of serviced companies in 2023 was 180, where 88
2. Assist in the coordination of shareholders’ were listed companies, amounted to 48.89%.
meetings. (2) The number of shareholders of listed companies represented by
3. Coordinate the distribution of cash and/or the agent is relatively large. The average number of shareholders
stock dividends to shareholders. we serviced in 2023 was 2.48 million.
Shareholder 4. Manage the issuance and delivery of tax 2. Operating Performance
Services forms to shareholders. (1) The number of serviced companies in 2023 had a 5.88% growth
5. Respond to shareholder enquiries and legal compared to the number of service companies in 2022.
issues. (2) The number of shareholders’ agents in 2023 had a 5.08% growth
comparable to that in 2022, 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 complete 1. Market Position: At the end of 2023, the number of customers in
asset arrangement and finance service the wealth management trust account reached 33,255; the client
planning service. trust assets reached NT$12.755 billion, including NT$12.734
2. Provide a variety of trading services and billion for non-discretionary money trust assets and NT$21 million
products for wealth management, including for marketable securities trust assets. The asset size ranked 8th
domestic and overseas funds, foreign among securities firms.
Wealth bonds, structured products, and bonds with 2. Long-term Objectives: Relentlessly develop a wide range of
Management repurchasing agreements. wealth management products, enhance the advocacy of featured
& Trust 3. Conduct asset allocation for customers brokerage products, expand customer base, provide convenient
through trusts. trading platforms, meet customer cash flow and financing needs,
and offer a broader range of high-quality services.
4. Negotiable securities trust lending business.
5. Employee Stock Ownership Trust business.
6. Engage in the wealth management business
for high asset clients.
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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 order to shorten the account opening time for customers, an integrated account-opening platform has been created, integrating all existing types of businesses (securities, sub-brokerage, credit, futures IB, financial instruments, bonds, OSU, and wealth-management trust). All information required for account opening are analyzed and simplified, so that customers can open an account for all businesses by filling out information only once, which greatly enhanced the customer experience.
B. Industry Overview
1. Overall Economic Environment
Over the past year, the impact of central banks raising interest rates to stabilize prices is gradually becoming apparent. In the United States, community banks like Silicon Valley Bank were faced with liquidity crisis due to deposit outflows, and have subsequently announced their closure. In Europe, Credit Suisse suffered significant losses and delayed the release of their financial report. Resistance from major shareholders to increase capital aggravated the situation, and the Swiss government had to intervene and to facilitate the acquisition of Credit Suisse by UBS. In China, multiple real estate companies have delayed the payment of debt interest, leading to financial crisis and turbulence in the market.
As to Taiwan, according to statistics released by the Directorate-General of Budget, Accounting and Statistics of the Executive Yuan on February, the domestic economic growth rate for 2023 was 1.31%. This is mainly due to weak demand in the global end market and continuous inventory adjustments by manufacturers, which have led to a conservative investment trend and a 10.30% decline for the domestic capital for the year. Fortunately, the widespread distribution of cash to the public and the enthusiasm for
112
2023 Annual Report
V. Business Environment
travel among the people have driven the performance of the retail, catering, travel and accommodation industries, resulting in a growth of 8.32% in private consumption, and supported the economic growth. As for the domestic stock market, it has benefited from the US Federal Reserve's gradual interest rate hikes and the emergence of new applications such as artificial intelligence (AI) and high-performance computing. This has boosted share prices of Taiwan stocks, with the TSEC weighted index increasing from 14,137 points to 17,930 points, a growth of 26.8%. The average daily trading volume on the listed and OTC markets has also increased from NT$305.2 billion to NT$359 billion, a growth of 17.6%.
In looking ahead to 2024, major central banks around the world continue to maintain a high interest rates, while geopolitical conflicts rages on. The global economic growth is likely to limp along impacted by the ongoing economic downturn in China among other uncertainties happening. However, economies such as the United States and India have remained resilient and performed well. The International Monetary Fund (IMF) projected that inflation will east this year unwinding supply-side issues and restrictive monetary policy, bringing about stable economic growth. In Taiwan, there is an expectation of a rebound in global commodity demand. Furthermore, the ongoing expansion of emerging technologies such as artificial intelligence and high-performance computing is anticipated to contribute to the recovery of export momentum. “The Directorate-General of Budget, Accounting, and Statistics” predicts that the economic growth rate will accelerate to 3.43%.
2. Current Status and Future Development
(1) Primary Market
Unit: NT$ 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
2003 669 47,252.8 423 6,394.7 80 25,870.7 2,666 7,998.5 235 1,218.1 9,216.6
2004 697 50,580.8 466 6,261.0 86 28,506.7 2,882 8,993.8 349 1,522.1 10,515.9
2005 691 54,159.6 503 6,431.8 88 31,417.2 2,784 9,355.2 322 1,549.0 10,904.2
2006 688 55,226.7 531 7,262.0 90 33,823.2 2,397 9,710.2 292 1,830.1 11,540.3
2007 698 56,016.2 547 7,148.1 88 35,184.7 1,744 8,773.4 276 2,108.0 10,881.4
2008 718 57,354.4 539 7,030.7 91 37,351.7 1,142 9,476.1 269 1,857.7 11,333.8
2009 741 58,695.9 546 7,727.3 93 39,708.5 783 9,413.9 208 1,405.2 10,819.1
2010 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
2020 948 72,383.6 782 7422.4 137 56,244.6 681 23,505.6 193 1,338.2 24,843.8
2021 959 73,852.9 788 7,608.6 156 58,393.6 788 27,169.6 237 1,488.3 28,657.9
2022 971 74,999.0 808 7,420.3 158 59,501.6 841 28,265.9 259 1,828.7 30,094.6
2023 997 76,388.0 816 7,579.1 163 60,601.1 922 32,398.0 268 2,088.1 34,486.1
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Reference: Securities and Futures Bureau, FSC
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(2) Overview of total market value of the securities market in the past three years
Unit: NT$ billions
| Item | 2021 | 2022 | 2023 |
|---|---|---|---|
| Taiwan Stock Exchange | |||
| Stocks 92,289.9 56,080.6 63,170.2 ETF 2,454.5 2,938.1 3,454.3 ETN 13.6 4.1 4.1 Beneficiary Securities 5.3 9.4 36.6 Equity Warrants 681.2 531.2 531.6 TDR 72.5 10.4 9.3 Subtotal 95,517.0 59,573.8 67,206.2 |
|||
| Taipei Exchange | |||
| Stocks 20,276.0 14,878.7 16,847.4 Equity Warrants 177.4 133.7 171.8 ETF 241.1 228.2 1,237.0 ETN 8.6 1.9 1.0 Bonds 29,171.4 29,956.6 29,461.3 Subtotal 49,874.4 45,199.0 47,718.6 |
|||
| Total | 145,391.4 | 104,772.8 114,924.8 |
|
| TAIEX | 18,218.84 | 14,137.69 17,930.81 |
Reference: Securities and Futures Bureau, FSC
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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Upstream Midstream Downstream
Funds Suppliers Funds Mediator Funds Funds Demanders
Listed Companies
Individual Investors Financial
Securities Firms
Institutional Investors Institutions
Securities Securities Government
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3. Product Trends and Relevant Competition
Proprietary Trading
(1) Equities Markets
Global stock markets experienced a roller coaster ride in 2023, started with federal rate hikes in January, followed by the crisis revolving Silicon Valley Bank's collapse in March, the US government shutdown turmoil in Q2, and the outbreak of Israel-Palestine war in October. However, the Taiwan stock market saw a 27% increase for the year, driven by better-than-expected performance of the US economy. The excellent financial report released by Nvdia in late May had marked the beginning of the rise of AI, coupled with the bolster from Federal Reserve's dovish pivot, the S&P 500 index also saw a 24% increase, while the NASDAQ index had an even higher increase of 43%.
The Magnificent 7 drove the US market stock rally in 2023.TSLA, NVDA, Meta Platforms (META), AAPL, AMZN, MSFT and Alphabet (GOOGL), the combined market value of these seven companies reached $11.5 trillion, accounting a new high of 29% of the S&P 500's market cap, returning 71% in 2023.
AI played a pivotal role in boosting the market. Since the launch of ChatGPT by OpenAI, which is backed by MSFT, discussions surrounding AI in the market has been on the rise. The financial reports of Nvdia and AMD at the end of May greatly surpassed market expectations, shining a spotlight on the AI industry. AI services promoted by MSFT have driven the demand for their cloud product, Azure, and
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2023 Annual Report
V. Business Environment
have also spurred other cloud giants like Google, Amazon, and Meta to engage in an intense competition, resulting in a significant increase in the demand for AI servers. This, in turn, brought about a significant increase in demand for the GPU chips manufactured by Nvdia, along with the performance boost and reevaluation of ODM companies in Taiwan. The AI ecosystem has brought tremendous investment opportunities. As the cloud giants have customized requirements for AI computing chips, huge opportunities and growth were created for IC design and IP companies, especially TSMC. This company offers wafer foundry service, and was one of the companies which benefited significantly. There was also huge order demand for companies producing advanced process equipment in Taiwan.
The outbreak of the Israel-Palestine conflict in October once again disrupted the financial markets. Fortunately, it did not escalate into a full-scale war between Israel and Iran, nor did it lead to economic sanctions or an oil embargo. However, it did cause significant market volatility during the fourth quarter. A dovish shift from the Federal Reserve in November sparked a rally in the global stock markets to end the 2023 year on a positive note.
In the face of 2023, colleagues of the Proprietary Trading Department ceaselessly conducted researches, visits and analysis to stay abreast of new international industry trends. The team meticulously analyzed various economic data, carefully interpreted monetary policies of central banks, and seized opportunities to capitalize on investing in the AI stocks as the AI market is poised to skyrocket, thereby maintaining the leading position in the industry. Moving forward, the team will adopt a key operating principle to further delve into research on the global macro economy, and dynamically adjust domestic/foreign positions and strategies to capitalize on every profit opportunity. Along with the diversify investments, and the expansion of profit sources for the department, the team will uphold a consistent competitive advantages.
(2) Risk Management
In addition to using VaR figures provided by the proprietary trading department’s risk control office, 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. Inverse ETF and individual stock futures were used as hedging. Going forward, we will continue to use these financial products to adequately hedge our proprietary trading department’s exposure.
(4) Technology Research and Development (R&D)
We built an Info-hub to strengthen the integration of different types of information and data, thereby improving the quality of decision-making.
Fixed Income Dealing
(1) Outright Purchases and Sales of Government Bonds
The Federal Reserve has signaled plans on rate cuts, although concerns about inflation still persist. The market anticipates that these rate cuts may commence in May, and ongoing data will need to be closely monitored to determine the extent and pace of the cuts. This is expected to be a gradual normalization of interest rate reductions, resulting in US bond trends fluctuating within a certain range, with a preference for buying at higher levels. Due to significant inflationary pressures, the likelihood of interest rate cuts in Taiwan this year is low. However, the chip sector favors a bullish approach in the Taiwan bond market. Nonetheless, the cost of funds remains high, limiting the downward potential, and expectations are for fluctuations within a specific range. With poor liquidity for Taiwan bonds, the preference stratergy is buying during higher levels.
(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. The proportion is generally low so as to keep the level of risk under control. In recent years, due to an increase in market activity, the degree of activity in the convertible bond market has gradually increased. With an increase in the number of bonds issued by various industries, conditions are also more conducive to dispersing the allocation of positions to reduce the risk of concentration of individual targeted industries.
(3) Foreign Bonds
As inflation gradually declines and edges towards the Federal Reserve’s target, Federal Reserve officials have hinted that the tightening cycle of monetary policy is coming to an end and entering a new phase
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President Securities Corporation
of easing. The overall market uncertainty has decreased while the current economy still maintains a certain level of resilience. This is favorable for the continuous contraction of credit bond spreads, thus supporting an overall bullish position. However, risks from geopolitical factors continue to arise, and the structure of interest rate-sensitive industries remains weak. Additionally, there is uncertainty surrounding the US presidential election. Therefore, the Fixed Income Department remains focused on maintaining high liquidity in bond holdings, with an emphasis on stability and playing it safe as the current trading strategy.
Financial Products Business
(1) Equity Warrants
In 2023, there was a steady growth in Taiwan’s equity warrant market, with all securities firms issuing warrant products in response to market demand. A total of 65,269 equity warrants were issued in 2023, for a total dollar value of NT$484.993 billion.
The total dollar value of all equity warrants issued by the company in 2023 was NT$26.1 billion and the market share was 5.13%, 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.
(2) Structured Note Products
The amount of contracts oustanding by the end of 2023 was NT$68.084 billion, the Company’s amount of contracts outstanding by the end of 2023 was NT$5.275 billion and the market share was 7.74%. For a trading volumn of NT$322.437 billion. The Company undertook contracts amounting to a principal of NT$39.232 billion, the market share was 11.80% and was ranked 3rd in the market.
(3) Equity options
This business was launched by the Company in April 2020 for customers. The business is mainly for issuance of over-the-counter (OTC) equity options in the form of long-term options. Call or put options can be issued according to customers’ needs. At the end of 2023, the total contract balance outstanding in the market was NT$5.417 billion. The Company’s outstanding balance was NT$2.637 billion, with a market share of about 48.67%, ranking 1st in the market. The cumulative total market turnover in 2023 was NT$81.568 billion, and the Company’s contract principal reached NT$21.287 billion, with a market share of about 26.10%, ranking 2nd in the market.
(4) Exchange Traded Note (ETNs)
ETNs provide a new product released by the responsible authorities in 2019. As of December 2023, a total of 32 ETNs had been issued on the market, and the Company has also launched 10 main ENT. In addition to the cash dividends, low volatility, and dividend yield indicators as the basis for initial selection, the Company subsequently issued 5G, MSCI technology, Hang Seng tech, U.S. government bonds, Asia Semiconductor, Smart Mobility and Electric Vehicles, IC Design and other domestic and foreign index products with great potential to provide investors with diverse investment options. Through the domestic and foreign indexes in diverse fields linked to the products, the Company’s ability to build a system is evident.
Among them, the 10 ETNs issued by the Company are as follows:
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Stock Code Stock Name Listing Date
020011 President Low Volatility High Dividend 20 TR ETN 2019.12.03
020015 President MSCI USA Minimum Volatility NTR ETN 2020.03.27
020016 President MSCI USA IMI Information Technology NTR ETN 2020.03.27
020018 President Value Growth TR ETN 2020.07.30
020019 President Taiwan 5G TR ETN 2020.07.30
02001B President US Treasury 7-10 Years Index ETN 2020.12.29
020025 President ICE FactSet Asia Semiconductor NTR Index ETN 2021.07.22
020030 President Smart Mobility and EV TR ETN 2021.11.26
020031 President ICD TW TR ETN 2022.03.31
020033 President HSTECH Futures Index ETN 2022.10.03
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2023 Annual Report
V. Business Environment
Underwriting Business (Capital Markets)
(1) Domestic Bond and Equity Underwriting
As of the end of 2023, there were a total of 997 companies listed on the TWSE and a total of 816 companies listed on the Taipei Exchange Market, representing a growth of 2.68% and 0.99% respectively compared to the 971 listed companies and 808 OTC companies at the end of the 2022. The Department has actively fought for cases while maintaining risk management. The President Securities’ underwriting cases, which were listed in 2023, included Gudeng Precision Industrial Co., Ltd with NT$1 billion unsecured convertible bonds, SYSGRATION LTD. with NT$500 million unsecured convertible bonds, Excellence Optoelectronics Inc with NT$500 million unsecured convertible bonds, Sumeeko Industries Co., Ltd. with NT$400 million unsecured convertible bonds, PARPRO Co., Ltd. with NT$400 million unsecured convertible bonds. The Company will continue to 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
There were 329 companies listed on the Emerging Stock Board in 2023, a 10.03% increase from 2022 with 299 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 control into account, the number of officially recommended emerging board companies is 28 at the end of 2023. 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 2023 was NT$219.113 billion(YoY +14%). The total assets in securities trust management was NT$22.723 billion(YoY -24.4%). The total assets under management was NT$241.844 billion, which was a 9.2% increase of NT$20.343 billion from the NT$221.501 billion at the end of 2022. Among them, the money trust business continued to grow, while the securities trust business shows a decline due to the gradual shift of securities borrowing business to Taiwan Depository and Clearing Corporation’s platform.
With an eye on mitigating operational risks and enhancing income stability, the Company have proactively expanded the wealth management services in recent years, prioritizing the income generated from the growth of asset base as well as transaction fees. The assets under the Company’s nondiscretionary money trusts by the end of 2023 amounted to NT$12.734 billion. The revenue increased by 42% from NT$8.967 billion in 2022. Similarly, the market share has increased from 4.89% to 5.81%. The assets in securities trust management were NT$21 million. The total assets under management were NT$12.755 billion. This ranked the Company 8th among securities firms.
The wealth management platform comprises of a wealth management trust platform and a sub-brokerage platform. Beside the products of domestic and foreign funds, overseas structured products, overseas bonds, and overseas stocks that already exited. New types of products, such as corporate bonds issued by domestic life insurance companies, BLNs linked to corporate bonds, and FLNs linked to ETFs, are launched and introduced to high-net-worth clients, improving their return on assets through leverage. Apart from acquiring goods through trading, we also collaborate with internal product units to meet the customized product needs of high-net-worth clients based on their demands.
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
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President Securities Corporation
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.
2. 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.
Unit: Person
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Year 2021 2022 2023 Mar. 31, 2024
Number Number Number Number
Education level % % % %
of people of people of people of people
Master&PhD 44 78.57 45 71.43 44 72.13 44 72.13
Bachelor 9 16.07 14 22.22 15 24.59 15 24.59
Others 3 5.36 4 6.35 2 3.28 2 3.28
Total 56 100.00 63 100.00 61 100.00 61 100.00
Average years of
5.60 5.72 6.89 7.12
service
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3. New products or Techniques Successfully Developed Within the Last 5 years
-
(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.
-
(2) We have successfully developed several market operating strategies, as well as option market making models and strategies.
-
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 2023 Electronic Trading and Information System Relevant R&D Plan
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System R&D Capabilities
1. In line with the ESG sustainable development policy of the Financial Supervisory
Add “eNotice” as electronic Commission and the 2050 global net-zero carbon emission trend, investors no longer need
notification for shareholder to receive a large number of paper notices, but can quickly receive dividend notices through
services affairs their mobile phones, saving energy and reducing carbon emissions.
2. Modify AS400 column and provide eNotice media file.
New program for comprehensive ticket exchange operation - Interface adjustment and new
Optimization of
addition - report revision in “Report” area, in order to cope with the new policy of listed, OTC
Comprehensive Ticket and emerging stocks. The exchange process of these stocks has been shortened by five days,
Exchange Operation System
and should be press release on the day after the book closure date.
1. Develop auto order cancel system and build trading session.
Develop Warrant Market 2. Connect to Warrant Market Maker System and provide order cancel information.
Maker Auto Order Cancel 3. Develop order cancel logic in accordance with warrant market-making regulations and risk
System control.
4. System integration test and actual application test.
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2023 Annual Report
V. Business Environment
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System R&D Capabilities
1. A backup trading server room in a center with a different location has been established as a
Establishment of an off-site backup for the main IDC server room in Banqiao.
backup server room: 2nd 2. A complete off-site backup mechanism has been established to ensure uninterrupted trading.
level 3. An offsite backup structure for electronic transactions has been established to increase
transaction security.
Build CBAS Business System Build the CBAS Trading and Accounting System.
1. Add online security lending recall function.
2. Provide lending appointment function while opening online security lending account.
3. Add report program - spread income estimation table.
4. Add English version of the entitlement compensation report.
Optimization of Debit Center
5. Auto sending function.
System
6. Pre-calculation of withdrawing excess collateral.
7. Add the request of all function for security lending.
8. Add the individual stock spread income report.
9. Add the security lending agreement query report.
1. New expenses application management system.
2. ETN Taxes Declare System.
Finance Department-related 3. Various types of Income Declare Platform.
development projects 4. E-Operation for administrative department expense allocation.
5. Add transaction program of bank performance bond, performance bond related reports, and
modification of bank limit settings (calculation).
1. Connect to ESOT Execution Report System.
2. Customer of ledgers authorize bank to execute debit operation.
3. E-Pay System add Cathy Bank for underwriting payment.
4. Securities lending-entitlement compensation notice.
Settlement & Clearing 5. Seal system add new function of online building /changing customer signature card.
Department-related 6. Adjust non-restricted purpose loan system.
development projects 7. The sub-brokerage customer payment deposits/withdrawals summaries.
8. Tax reduction for securities transaction in warrant hedging accounts.
9. The contract survival of minor customer.
10. E-Counter to change Customer Information File.
11. Develop Asset Middle-Ware.
1. Build Retirement Financial System.
2. Auto notification of foreign bond transaction confirmation.
3. E-Trading add SBL short sell function.
Brokerage department’s
4. Apply limit adjustment for customer's commonality account.
relevant development projects
5. PSC Financial Department Store application add Foreign Bond and Structured Notes.
6. CRMS of trust add fund portfolio accounting.
7. The contract survival of minor customer.
1.Caring for Brokerage Channel Sales System.
2.Collaborative Marketing Management System.
3.Security Lending E-Service System.
4.Annual training plan and budget digitalization.
Conver to new architecture 5.Performance Appraisal System.
(Angular) 6.Digitalize Project Management System.
7.Visit Management System - Cross-System Reference Control Operating System.
8.Non-Taiwan stock market's Futures&Options products flow and inventory digitalization
project.
9. Changing Account Assistant Platform.
Deployment of E-service Improved the efficiency of data service delivery and unified data management.
middleware system
Enterprise data platform Building data platform software, hardware and services, provided quick and convenient data
system construction request services for internal company use.
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President Securities Corporation
(2) 2023 R&D investment plan and progress
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Critical
Project Details of Plan and Expected Current Expected
Project Plan Success
Name Benefits Cost Outlay Progress Completion
Factors
1. Meeting Minutes System.
2. Requirements List
Improved overall
Management System.
System/ 3. AP List Management operational and Expected to Completed
Efficiency System. maintenance provide services design process;
Optimization 4. Review Platform for efficiency and 10 million Ongoing in fourth-quarter, business process
and accounting voucher strengthened system 2024 planning
Improvement production in trading integration and
functionality.
system.
1. Load shedding for Improved overall
lightweight kernel of operational and
Lightweight securities entrustment maintenance Expected to Completed
Kernel transaction system on AS400. efficiency and 25 million Ongoing provide services design process;
Transformation 2. Develop E-Service Middle- strengthened system in fourth-quarter, business process
Ware. integration and 2024 planning
functionality.
Based on the consultant's Improved overall
design, a data platform operational and
Enterprise Expected to Completed
is being developed in a maintenance
data platform provide services design process;
sequential manner to improve efficiency and 20 million Ongoing
system in fourth-quarter, business process
internal data management and strengthened system
construction 2024 planning
enhance efficiency in data integration and
utilization. functionality.
Respond to
Comprehensive review of the
the authorities’ Completed
AML Risk content and parameters design Expected to
requirement ,and design process;
Assessment for anti-money laundering and 5 million Ongoing complete in third-
the risk and security business process
Adjust plan counter-terrorist financing risk quarter, 2024
issues regarding planning
assessment lists
e-trading.
Respond to the roll
out of new business
Expected to Completed
Optimizing and EOS rebuild and optimize areas and improve
provide services design process;
Refactoring for the operating system of service quality while 20 million Ongoing
in fourth-quarter, business process
CRMS 2.0 CRMS 2.0. optimizing processes
2024 planning
and intergrading
systems.
Adding new “Foreign
Currency Customer Ledgers”
function supports customers
to exchange currencies from
the comfort of their homes, Respond to the roll
and the currency dealers out of new business
Foreign Completed
can also keep the funds, areas and improve Expected to
Currency design process;
from exchanged currencies, service quality while 5 million Ongoing complete in third-
Customer business process
in customers' brokerage optimizing processes quarter, 2024
Ledgers planning
accounts. In the near future, and intergrading
the completed establishment systems.
will enable customers to
follow their own asset
allocation, and place orders
with selected currency.
Respond to
the authorities’ Completed
Systematize Expected to
Online review for default risk requirement ,and design process;
Default Risk 5 million Ongoing complete in fourth-
warning operation. the risk and security business process
Warning quarter, 2024
issues regarding planning
e-trading.
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2023 Annual Report
V. Business Environment
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 search for profit opportunity in trading.
-
Cultivate talented researchers and thus raise our abilities in designing new products.
-
Synergize our business units and enhance our wealth management services.
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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 customers.
to provide customers with a more convenient and real-time 2. Promote cross (and regional) marketing.
transaction system. 3. Integrate electronic transaction platforms for
3. Enhance risk management to lower rates of errors. diversified products.
4. Optimize the customer relationship management system. 4. Increase smart self-help services.
5. Construct a self-help service framework. 5. Conduct periodic personnel training and replace
Brokerage
6. Communicate with customers and revitalize static accounts. ineffective employees.
7. Implement operators' education and training to cultivate 6. Promotion and integration of wealth management
versatile operators. services.
8. Promote the wealth management business and provide
customers with professional and diversified financial wealth
management services.
9. Promotion of two-way natural person bond loan businesses.
10. Promotion of non-restricted purpose loan business.
1. Intensify operations in international stock markets: Include 1. Enhance internal division of labor and use the
the trading authorization of securities in U.S., Japan, Hong risk management system to increase performance
Kong, A shares (Shanghai-Hong Kong-Shenzhen Stock of operations and aid supervisors in adjusting
Connect), and overseas fund. strategies and positions at appropriate times.
2. Implementation of various instruments: Use foreign options 2. Conduct more extensive company visits and
to conduct hedging and non-hedging transactions. maintain information exchanges with other
Proprietary
companies in the industry to increase the
Trading
Company's knowledge of individual listed
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 1. Construct a complete global financial product
types of foreign currencies note trading. database and a comprehensive foreign bond
2. Increase 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 awareness and strengthen sovereign debt trading
funding. to diversify the risks of trading corporate bonds.
4. Enhance control over the supply end in international bonds to 3. Expand customers for bonds denominated
increase opportunities for profits. in foreign currencies and provide them with
Fixed Income
5. Increase the proportion of foreign currencies bond trading to diversified bond products.
Business
achieve better performance than trading in domestic market. 4. Develop a product line for structured products
6. Increase the proportion of secured convertible bonds with and strengthen the ability to develop products
strictly risk management to keep high profits. to satisfy risk preferences and requirements of
7. Enhance the sales and underwriting capabilities in fixed different customers.
income products to expand fee profits other than proprietary 5. Increase relevant commission revenue to balance
trading. the risk-related revenue from proprietary trading.
8. Expand corporate-related business and high-net-worth
customers and strengthen the connection.
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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 based on customer requirements.
warrants and carefully formulate issuance strategies based 2. Strictly execute risk-monitoring system for
on main investment targets in stocks with good historical derivatives.
performance in shareholders' return on equity. Provide 3. Diversify hedging products and flexibly
diversified product lines with different strike prices and implement options in stocks with the same
different maturity dates. targets, convertible bonds, equity options etc.
(2) Enhance hedging transaction skills and increase the to effectively lower various Greeks risks of
performance of transaction systems to increase profits in derivatives.
warrant hedging. 4. Comply with the openness of the competent
(3) Diversify hedging products and flexibly implement authority in the future and continue to issue or
options in stocks with the same targets, convertible bonds, sell domestic and foreign derivative financial
equity options etc. in addition to warrant subjects in products as an agent. Continue to demonstrate
current stocks to effectively lower various Greeks risks. the performance of the Company's financial
2. Structured products engineering team and integrate expertise in
(1) Design products that are suited for various market financial, information, mathematical disciplines
Financial situations, demand-oriented, and profitable, with the to enrich the product line of financial products
Products aim of allowing customers to achieve stable profitability and disperse revenue sources.
through carrying out transactions of quality target
products.
(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, such
as cash dividends, low volatility and dividend yields, we
will gradually develop future-oriented indices, including
various industry sectors. We will also aim to issue
domestic and foreign target indices with great potential.
1. Continue to develop transaction strategies and modules to 1. Enhance strategic real-time measurement and
create profits for the department. analysis capabilities and build a comprehensive
2. Strengthen the automated risk control ability for each foreign remuneration risk decision-making and
strategic module. analytical system module.
3. Expand cross-market arbitrage and price difference 2. Completely systemize and automate the order-
Quantitative
transactions for foreign products. placing module and the risk control mechanism.
Trading
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. Expand the CBAS business to enhance profitability.
1. Respond to changes in the underwriting market, actively 1. Seek private equity businesses and actively
seek lead underwriting cases for IPOs, enhance fixed profits; operate related investment banking businesses in
carefully select SPO (including CB and ECB) industries and the Greater China Region.
focus on lowering the Company's credit risks while targeting 2. Collaborate across industries for the group to
Underwriting medium to large projects. expand customer base in the Greater China
(Capital 2. Seek public listing (OTC listing) operations of returning Region.
Market) Taiwanese companies.
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 Actively expand the number of serviced
Shareholder agent. companies.
Services 2. Update operating models in accordance with laws at any
time.
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2023 Annual Report
V. Business Environment
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Business Short-term Development Long-term Development
1. Continue to increase the product lines, develop differentiated 1. Improving financial services to enhance the
services by enhancing the promotion of unique financial convenience of wealth management.
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| Business | Short-term Development |
Long-term Development |
|---|---|---|
| 1. Continue to increase the product lines, develop diferentiated services by enhancing the promotion of unique fnancial |
1. Improving financial services to enhance the convenience of wealth management. |
|
| Wealth Management & Trust |
products. 2. We are actively working to increase our market uptake and improve our competitive pricing. 3. Deepen business relationships with professional investors and high-net-worth clients. 4.Strengthen our presence in the corporate market and explore various sources of proft by promoting employee stock trust welfare business. |
2. Platform upgrade to meet customers' one-stop shopping needs. 3.We aim to recruit exceptional fnancial consultants and expand our business team. 4.We are in the process of establishing an expert team that will provide customized fnancial services. 5.Provision of fnancing and lending services in line with regulatory liberalization. 6.Focus on customers experience, and create professional fnancial image. |
II. Market Conditions
A. Analysis of the Securities Industry
1. Sales and Services Area
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Unit: NT$ thousands
2021 2022 2023
Area
Amount % Amount % Amount %
North 6,313,433 74.28% 3,616,264 74.98% 4,095,805 76.43%
Central 715,446 8.42% 388,712 8.06% 573,576 10.70%
South 1,470,528 17.30% 818,114 16.96% 689,188 12.86%
Total 8,499,407 100% 4,823,090 100% 5,358,569 100%
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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.(Included Changhua branch and Yuanlin branch before 2022)
2. Breakdown of Market Share According to Business Area
As of Dec. 31, 2023
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Business Area Component Market Share Rank
Equity Brokerage Trading Volume 2.91% 8
Brokerage
Individual Branch 0.10% 5
Warrants Issued (Volume) 5.13% 7
Financial Products
Structure Commodity Business Volume 11.80% 3
Domestic Bonds 0.41% 20
Fixed Income Business
(Conditional and Outright) International Bonds 1.11% 9
18 (7.63%)/
Lead Underwriting Deals (No./ Volume) 4/9
3.363 billion (2.83%)
Underwriting
(Note 1)
Lead and Co-Lead Underwriting Deals 38 (3.82%)/
10/10
(No./ Volume) 3.870 billion (2.59%)
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Note 1 : Due to the difference of calculation base date, the number or volumn of deals may be different from the content of other chapters.
Note 2 : Market share and ranking are base on domestic securities industry's competitors.
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President Securities Corporation
3. A Look at Future Growth as well as Supply and Demand in the Market
The Financial Supervisory Commission (FSC) continues to liberalize the business scope and types of securities brokers. Including relaxing the brokers' requirement to provide financial planning, execute or transact asset allocation for their clients in the form of trusts, the expansion of service scope had provided to securities brokers. The securities market is expected to grow continuously, as the increasing demand for financial services, such as Taiwanese investment in overseas markets and diversified financial products.
In the brokerage business, the Financial Supervisory Commission has been studying diversified financial products, such as “permitting securities dealers to launch ETNs” and "Introducing shortterm accommodation for on-passage settlement of listed securities for securities firms," rolling out new services and promoting new policies for new opportunities, so as to continue to expand the size of the capital market, build a well-developed securities market, and enhance the competitiveness of the securities and futures industry every year. 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. In 2023, affected by the Fed's interest rate hike, investors were particularly cautious; however, the AI theme has led to an increase in the trading volume of the Taiwanese stock market compared to last year. The authority also enabled Odd-lot trading during the intraday session on October 26, 2020 and rolling out "Introducing short-term accommodation for on-passage settlement of listed securities for securities firms" in 2022. 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. Short-term accommodation for onpassage settlement funds of listed securities facilitates customers to use funds efficiently and activate the overall trading momentum of the stock market.
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 68.14% in 2019, 69.15% in 2020, 78.44% in 2021, 79.37% in 2022 and 77.72% in 2023. Moreover, we introduced a versatile borrowing service, providing customers with more convenient online borrowing function to facilitate their financial transactions in 2023. We introduced the average price line and dual reporting mode to improve the user experience for our customers, ensuring a smoother experience for our electronic trading customers. In addition, the Company shall continue to develop and optimize 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. Also, the Taiwan government has 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.
Regarding proprietary trading, the primary influencing factor in the year 2024 is monetary policy: According to the latest dot plot from the Federal Reserve (Fed), the Fed is projected to implement its first interest rate cut in 2024, potentially in Q2. It is anticipated that 3 basis points will reduce the interest rate for the entire year, and the annual growth rate of the PCE price index is expected to fall below 2.5% this year. As the result, Fed will have more flexibility for dovish actions. Interestingly, the European Central Bank (ECB) may also initiate its first interest rate cut this year, leading to improved market liquidity compared to the previous year.
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2023 Annual Report
V. Business Environment
Fundamentals: The Federal Reserve (FED) expects the U.S. economy to grow at a rate of 1.4% this year, with the unemployment rate remaining at 4.1%. The probability of an economic slowdown is gradually increasing. In terms of stock market profitability, Factset forecasts 10.6% earnings growth for the S&P 500 Index this year, while Bloomberg forecasts 18.6% earnings growth for the Taiwan Weighted Index. From an industry perspective, cyclical consumer electronics such as PCs, laptops, and smartphones have the opportunity to return to growth this year after inventory destocking last year. In addition, the general server industry is expected to recover. Hardware shipments related to the current market highlight, AI, will also experience a surge after the easing of CoWoS production capacity, driving Taiwan's robust development in assembly ODM, IP and other demand.
Election year: According to statistics, 76 economies will hold general elections this year, including the United States, Europe, the United Kingdom, India and other economies. The U.S. presidential election will be held in November 2024. At present, the Democratic Party has a high probability that Joe Biden will run again, while the Republican Party's internal support rate for Trump is leading with a significant advantage. The 2024 presidential election will likely see a rematch between Trump and Biden, and the industrial and foreign policies proposed by the new leaders of the major economies at that time will be one of the variables for the stock market in the second half of the year.
Despite facing a series of challenges, the Proprietary Trading Department will maintain a rigorous research approach. We will delve into the fundamental essence of the events, develop suitable investment strategies, and operate with prudence rather than impulsiveness, all with the aim of generating greater profits.
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.
Our company has been developing its wealth management trust business, and the assets under management (AUM) have been growing at a rate of over 20% in recent years. In the face of the global financial turmoil, high inflation, and rising interest rates, we meet the asset allocation needs of clients with different risk profiles by providing “house view” recommendations and investment portfolios. When the market experiences significant volatility, we promptly send out major news commentaries to care for and safeguard client assets. Customer satisfaction and asset appreciation are the primary drivers of continuous growth in trust assets.
In our pursuit of expanding our wealth management business, we are committed to assisting our clients in reaching their financial goals through product innovation, top-notch services, and a team of experts. By enhancing the profitability of our wealth management businesses, our object is to generate sustainable value and foster a favorable operational environment.
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 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.
-
Flexibility in proprietary trading business with industry-leading performance.
-
Brand image and channel resources of President Group.
-
(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 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.
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President Securities Corporation
(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. Expand our spread trading business, increase mid-level customer trading volumes and position turnovers rates.
4. Enhance internal auditing procedures, reduce client complaints.
5. Customized online brokerage system for institutional and mid-level investors.
6. Increase revenues from securities lending service to investors.
7. 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.
8. Cultivate all employees’ abilities to cross-sell a range of financial products, particularly personal financial
planning products and wealth management services.
9. Focus on tiered, wealth management sales efforts that take into consideration client preferences, trading habits,
and that provide appropriate product information and that increase trading frequency.
10. Push forward with online brokerage business; implement comprehensive platform that integrates both
Brokerage
information and trading systems. Upgrade online trading system stability and order entry quality.
11. Improve our employee training, assistance in preparation for related licenses, performance management, and
information system knowledge, to upgrade our brokers’ professionalism and productivity.
12. 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.
13. Evaluate the feasibility of digitizing all back-office operations so as to increase efficiency and to control costs
at individual branches.
14. 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.
15. 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. Strictly implement risk control regulations to effectively reduce the impact of systemic risk.
2. Adopt dynamic inventory stock level in the face of market change, switching between “Range Trading” and
Proprietary “Trend Trading” strategies, thereby maintaining an optimal market position.
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 high-net-worth customers and diversify the risk of proprietary
trading business.
1. Be more consumer-oriented and develop new products to meet these demands.
Financial 2. Strengthen market research and investment analysis of foreign market objectives and issue a variety of
Products 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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2023 Annual Report
V. Business Environment
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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
Underwriting
risks fall within the firm’s accepted parameters. Afterwards, daily risk values should be generated and market
(Capital
simulations should be conducted to as so have a clear and timely picture of risk exposure and thus determine
Markets)
when to initiate stop losses or when to take profits. The net effect of all of these efforts will be to 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.
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 processes.
Coordination
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
competence.
Wealth 2. Offering a wide range of products, and focus more on the depth of product service, and satisfy customers'
needs for one-stop shopping.
Management &
Trust 3. We continuously optimize the ordering environment of various product platforms to offer customers
comprehensive and convenient digital financial services.
4. Enhance customer service and enlarge product range to meet the needs of high-net-worth customers.
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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 2022 % 2023 %
Brokerage 3,709,607 70.34% 4,200,038 48.39%
Proprietary Trading 1,388,875 26.33% 4,026,257 46.39%
Underwriting 175,609 3.33% 452,422 5.21%
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President Securities Corporation
III. Employee Data
Analysis of Average Tenure, Age and Education, for Sales Force in 2021, 2022, and up to March 31, 2024
Unit: Person
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Year 2022 2023 2024Q1
Management 128 122 124
Number of
Regular Staff 1,310 1,290 1,292
Employees
Total 1,438 1,412 1,416
Average Age 46.10 46.10 46.30
Average Tenure 13.11 13.01 12.95
Doctorate Degree 0.14 0.14 0.14
Master’s Degree 18.08 18.48 18.71
Bachelor Degree / Junior
Education (%) 71.35 71.46 71.40
College Graduate
Senior High School 10.43 9.92 9.75
- - -
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 | 2022 | 2023 |
| Revenue Per Employee | 3,668 | 6,146 |
Note: Revenue per employee = total revenue /number of employees
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. Work Environment Safety and Precautions
-
1.In order to maintain the safety and health of employees, an Occupational Safety and Health Project Section has been set up under the Company’s Department of General Affairs. To promote occupational safety and health services, a Type A occupational safety and health business officer and occupational safety and health administrators have been engaged, which have been registered with the Labor Inspection Office, Taipei City Government.
-
2.The Company pays attention to safety in the employees’ work environment. Regularly review the hazardous factors in the office environment and make necessary improvements. The headquarters and all branches should send personnel to receive training from fire safety managers and occupational health and safety business supervisors. The purpose is to obtain relevant certification qualifications, and develop fire protection plans for each workplace, and maintain a safe office environment.
-
We have set up a health consultation room, also employed a full-time health manager and a clinical occupational medicine specialist to provide staff health consultation services. Employee health checkups are held on a regular basis every year. In addition to the basic health checkups, we also adjust the checkup items every year, such as fundus photography, thyroid function, gout screening, etc., so that our employees can have a more comprehensive understanding of their own health conditions. The results of the health checkups are documented and managed by health management specialists for follow-up and care.
-
The headquarters building has a lactation room, and has received the highest level of lactation facility certification from the Taipei City Government's Department of Health (2023-2026).
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2023 Annual Report
V. Business Environment
-
In order to promote employee healthcare, we enhance employee health knowledge through online health education. The headquarters building has a 300-square-meter Employee Activity Center, where we have planned exercise spaces such as an aerobic classroom, gymnasium and billiard room, as well as various health-promoting activities to provide employees with all-around health care. The sports atmosphere and culture of President Securities Corporation is driven by senior executives, who have long established a workplace sports culture and actively promoted the cultivation of regular sports habits among employees. Our performance was recognized by the Sports Administration of the Ministry of Education in 2016, 2018, 2020 and 2023, earning us the "Sports Enterprise Certification."
-
6.The Company’s office environment considers the safety of employees to be the top priority. Each entrance and exit is equipped with access control card swiping devices. The entrances and exits of each building are controlled by security personnel during the day, night, and on holidays to ensure the personal safety of employees.
-
7.In accordance with the requirements of the Building Public Safety Inspection Certification and Filing Regulations, the Company regularly entrusts a professional company to conduct building public safety inspections every two years and has obtained a qualified independent management certificate related to building public safety.
-
8.The Company’s various mechanical and electrical or fire safety equipment (fire alarms or fire extinguishers, and so on) are in compliance with the provisions of the Fire Services Act; the Company outsources regular fire safety equipment maintenance, repairs, and inspections to a third-party institution every year while filing a report to the competent authority.
-
9.Smoking is completely banned in the Company’s business premises in accordance with regulations, and janitors are hired to clean the office environment. Office floors and carpets are cleaned and waxed regularly to ensure a clean and hygienic work environment.
-
10.The Company provides employees with a safe and healthy workplace. The office is a comfortable space suited for working as it is equipped with a central air-conditioning system and has adequate lighting.
-
11.The workplace is equipped with first aid supplies and AED equipment. In total, 71 colleagues in the company have received training in emergency response and obtained certifications.
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)”. Each participating employee may decide his/her own monthly contribution to the trust account, and the Company will also set aside a corresponding amount (subject to an award cap according to his/her job rank) as bonus. 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.
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President Securities Corporation
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 since 2019. 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 2023 are described as follows:
-
Talent training
-
(1) Talent development for future channel personnel: To meet the needs of the organization’s business development, assist the brokerage department and the settlement department in nurturing new generation of talents to prepare for organizational development.
-
(2) Nurturing of top talent: In response to future business development and operation challenges, meeting customer needs and promoting organizational performance. the Company launched a talent pool project to recruit excellent young talents, systematically select and nurture them. The Group will also strengthen its ability in precision analysis, identifying issues, and rapidly proposing innovative solutions, so as to cultivate talents required for business development.
-
Assist the wealth management business of brokerage channel system promotion.
-
(1) Training on financial consultant: In response to the needs of the brokerage business transformation, the Company will expand the development of wealth management business, strengthen the professional competency of the financial consultants , so as to keep pushing the branch entities’ expanding wealth
-
(2) Industry trends: The monthly President Class focuses on analyses of trending industries to provide colleagues with a greater understanding of industry trends to have expertise in wealth management products to provide customers with appropriate financial planning advice and customer service.
Finance 3.0 Digital Transformation Training Program
-
(1) FinTech talks: Cultivate colleagues to be inspired by the current state and application of artificial intelligence, blockchain, and ecosystems in the upcoming FinTech era. We will keep up with the developments of FinTech to facilitate talent development and organizational transformation.
-
(2) Tableau Training for Digital Tools: Beginning with data connection, Tableau provides a range of applications, including built-in maps, quick table calculations, charts, and the ability to combine multiple measures to integrate data sources. This helps organizations analyze and execute tasks, facilitating decision-making and improving business processes, ultimately enhancing operational efficiency.
Professional Capability Enhancement Program
-
(1) Problem analysis and solving skills: Equip employees with the ability to quickly analyze and identify problems, and effectively propose solutions in response to the rapidly changing environment and the need for organizational business expansion. Employees are therefore familiar with systematic thinking, problem analysis and solution techniques that help them complete work.
-
(2) Counselor training: In response to the digital transformation needs of each department (process/ operation/departmental operation/business), and to accelerate the enhancement of job competencies, we rely on experienced talents in each department to play the role of counselor to lead colleagues to complete their tasks. By using systematic tools/forms/processes to pass on the experience and guidance, and using different communication skills according to the employee’s characteristics and backgrounds, this training enable us to establish a trusting relationship and effectively achieve the organizational goals.
-
(3) Professional competence certification: By promoting the project of elevating professional competence, we encourage colleagues to engage in cross-functional and diverse learning and development, which will booster efficiency and customer satisfaction.
Program for improving management by supervisors
- (1) New manager training: Assists new managers in developing management fundamentals, including the necessary management mindset for promotion, goal setting, fostering subordinates, performance management and development. They will be able to guide other employees in achieving the organization’s goals.
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2023 Annual Report
V. Business Environment
-
(2) Leadership Excellence Development Program: Based on the long-term stable development of the company and the cultivation of management talents. This program is systematic and planned for the inheritance of experience and distribution of talents, and the continuous cultivation of management talents.
-
(3) Senior executive leadership forum: Aims to develop strategic thinking, communication and motivational skills, and team leadership in working toward a common goals among senior executives, thereby accelerating organizational transformation while balancing business development.
E-training
-
(1) The training system has been upgraded to version LMS6.8 and its functions are upgraded to improve the Company’s management and implementation of training programs. Through the implementation of learning maps and competency modules, we aim to promote professional competency certification. Colleagues are encouraged to pursue diverse career development across various functions and provide personalized learning plans to meet individual needs. Our ultimate objective is to deliver exceptional customer service that effectively addresses the challenges of our business operations.
-
(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.
-
The Company received the Taiwan Training Quality Assessment Bronze Award from the Labor Development Department, Ministry of Labor from 2016 to 2023, and won silver award for six consecutive years from 2010 to 2016, and was the only enterprise in the securities industry to receive the Silver Award for six consecutive years. The Company won the bronze award from 2017 to 2023. It developed human-resource development quality management system according to TTQS in consecutive 13 years for consistency and stability.
B. Retirement System and Implementation Status
-
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.
-
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 at least 2% to the Trust Department of the Bank of Taiwan according to the appropriation ratio calculated by the actuary.
-
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.The appropriation amount for 2023 is 69,761 thousand .
-
Retirement qualifications and principles for payment:
-
4.1 Voluntary retirement: Employees who met any of the following criteria may apply for voluntary retirement:
-
A. Those who have served for more than 15 years and are over 55 years old.
-
B. Completed 25 years of service, regardless of age.
-
C. Working with the company for at least 10 years and over 60 years old.
-
-
4.2 Forced retirement: The Company may request an employee to retire in any of the following situations:
-
A. Where the employee attains the age of 65.
-
B. Where the employee with mental or physical disabilities is unable to meet the job requirements.
-
-
4.3 The calculation of pension:
- A. For employee who joined the Company after July 1, 2005, the pension eligibility follows the Labor Pension Act. During the employment period, the Company shall make monthly contributions based on monthly salary scale set by the Ministry of Labor. A monthly pension of not less than 6% of the salary shall be contributed to the individual pension account established by the Bureau of Labor Insurance.
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-
B. Employees who joined the Company before July 1, 2005 may choose the following two pension rules for their applicable years of service:
-
(a). Follow the rule of Labor Standards Act: Two bases are given for each full year of service rendered. But for the rest of the period over 15 years, one base is given for each full year of service rendered. The total number of bases shall be no more than 45. The length of service is calculated as half year when it is less than six months and as one year above six months. The basis of salary is based on the average salary of the last six months prior to the employees applying for retirement. Those who choose to apply for this method may opt for the years of service which is after July 1, 2010 according to Labor Pension Act by July 1, 2010.
-
(b). According to the provisions of the Labor Pension Act, the Company pays monthly salary based on the monthly salary scale as set by the Ministry of Labor from the date the employees opts for it. A monthly pension of not less than 6% shall be contributed by the individual as set by the Bureau of Labor Insurance.
-
-
4.4 An additional 20% on top of the amount calculated according to the preceding subparagraph shall be given to employees who are forced to retire due to mental or physical disability caused while executing their duties.
C. Employee Disputes and Protection of Employee Rights
-
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.
-
The Company maintains harmonious labor relations. In addition to regularly convening labormanagement meetings, we also regularly promote labor rights to provide a channel for communication between labor and management, improving the relationship between labor and management.
-
D. Loss caused by labor dispute in the recent years , and estimate of losses incurred to date or likely to be incurred in the future, and mitigation measures being or to be taken: None.
E. Recent Violations of the Labor Standards Act in Annual Labor Inspections: None.
F. Certification Details of Employees Whose Jobs are Related to the Release of the Company’s Financial Information
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, four 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/ 5 employees
Certifications and Qualifications Received by Employees
Qualified Ratio (%)
Qualification Exam for Senior Securities Specialist 5 100.0
Qualification Exam for Futures 5 100.0
Certificate of Margin Trading and Short Selling 1 20.0
Qualification Exam for Securities Investment Trust and
3 60.0
Consulting Professional
Qualification Exam for Personal Insurance Representative 1 20.0
Qualification Exam for Non-Life Insurance Representative 1 20.0
Bill Finance Specialist exam 2 40.0
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V. Business Environment
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Finance Department/ 37 employees
Certifications and Qualifications Received by Employees
Qualified Ratio (%)
Qualification Exam for Senior Securities Specialist 30 81.1
Qualification Exam for Securities Specialist 3 8.1
Qualification Exam for Futures 9 24.3
Certificate of Margin Trading and Short Selling 5 13.5
Qualification Exam for Securities Investment Trust and
9 24.3
Consulting Professional
Proficiency Test for Trust Operations Personnel 8 21.6
Qualification Exam for Personal Insurance Representative 7 18.9
Basic Proficiency Test for Bank Lending Personnel 1 2.7
Proficiency Test for Financial Planning Personnel 2 5.4
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 1 2.7
Bill Finance Specialist exam 3 8.1
Proficiency test for corporate basic internal control 1 2.7
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----- Start of picture text -----
Auditing Office/ 20 employees
Certifications and Qualifications Received by Employees
Qualified Ratio(%)
Qualification Exam for Senior Securities Specialist 17 85.0
Qualification Exam for Securities Specialist 3 15.0
Qualification Exam for Futures 20 100.0
Certified Public Accountants 1 5.0
Certificate of Margin Trading and Short Selling 12 60.0
Qualification Exam for Securities Investment Trust and
13 65.0
Consulting Professional
Proficiency Test for Trust Operations Personnel 17 85.0
Qualification Exam for Personal Insurance Representative 13 65.0
Qualification Test for Sales Personnel of Structured Products 12 60.0
Basic Proficiency Test for Bank Lending Personnel 1 5.0
Proficiency Test for Financial Planning Personnel 5 25.0
Basic Proficiency Test for Bank Internal Controls 9 45.0
Qualification Exam for Non-Life Insurance Representative 13 65.0
Qualification Exam for Stock Affair Specialist 2 10.0
Professional Capacity of Bonds Specialist 1 5.0
Bill Finance Specialist exam 2 10.0
Qualification Exam for Investment-orientated Insurance
8 40.0
Product Representative
Proficiency test for corporate basic internal control 4 20.0
Wealth management salespersons 14 70.0
Qualification Exam for Securities Investment Trust and
3 15.0
Consulting Regulations
Trust laws exam 2 10.0
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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:
-
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:
-
(1) Environmental sanitation: Maintain sanitation in the surrounding environment and keep documents and supplies tidy.
-
(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.
-
(3) Interaction with people: Focus on manners, punctuality, and promise-keeping, respect others, cherish public property, work hard, and be efficient.
-
(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.
-
(5) Customer first: Receive customers in a cordial and attentive manner; put services first; place emphasis on customers’ rights and interests.
-
(6) Public property: Ensure proper safekeeping and strengthened management of supplies and equipment.
-
(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.
-
(8) The Company strictly prohibits gambling, noise, and physical fights.
-
All of the Company’s employees shall comply with the following service standards and rules for maintaining the Company’s interest.
-
(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.
-
(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.
-
(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.
-
(4) Employees guarantee that when leaving the Company, all the Company’s information kept related to the 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.
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V. Business Environment
-
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 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.
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President Securities Corporation
H. Internal Legal Compliance and Material Information Management
-
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.
-
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.
-
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.In order to enhance the legal compliance awareness of all employees, the Company organizes regular/irregular educational training courses every year on the Financial Consumer Protection Law, Principle of Fair Dealing, Regulations on AntiMoney Laundering and Counter-Terrorist Financing, Personal Data Protection Law, Insider Trading and Material Information Related Regulations, Prevention and Control of Illegal Infringement, Advocacy for Labor Rights and Benefits, and Information Security Awareness etc.
-
To comply with Personal Information Protection Act, we established personal data protection system in 2013. Since 2013, the Company has introduced an information management system with the assistance of an external professional consulting team. The Company has established a personal data protection committee and an emergency response team for personal data protection. Every year, each department is required to inspect and review all personal data collected, processed, and used, as well as reviewing the operating standards.
VI. Information and Communication Security Management
A. Description of the information and communication security risk management framework, information and communication security policies, specific management plans and resources invested in the information and communication security management.
1. Information and Communication Security Risk Management Structure:
At present, the Company’s organization related to the daily operations or projects of information security is the Information System Department, and the primary responsible department of information security business is the Information Security Section of such department, which is an independent dedicated unit for information security. Appropriate personnel are designated to act as the head of the dedicated information security unit. There is no part-time information responsibility or other businesses assigned to the unit which have conflict of interests with the duties, and appropriate human resources and equipment are deployed or implemented. Other Sections act as assisting units to execute or implement information security.
2. Information and Communication Security Policy:
The Company has established rules and procedures relating to information assets, risk assessment, application development, network and communication security in accordance with the requirements of the Information Security Management System (ISO27001: 2013) to serve as the basis for daily operation and management. After obtaining the certification on August 23, 2013, BSI has conducted continuing assessment visit every year and re-assessment every three years. Re-assessment was completed on August 25, 2022. The certificate will remain in force from August 25, 2022 until August 24, 2025.
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2023 Annual Report
V. Business Environment
3. Specific management plans:
The Company, through its management, guides and controls the overall information security activities process of the organization, ensures and maintains effective communication with staff at all levels, follows and maintains effective operation and continuous improvement of “Plan”, “Do”, “Check” and “Act”, and strengthens the information security management system.
4. Resources invested in communication safety management:
In view of the increasing threat of cyberattacks recently, in order to ensure that computer systems have certain level of security protection capabilities, it is necessary to upgrade the protection facilities in each aspect from server room, servers and hosts, user equipment, internet and email, 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 operating rules, the security updates, patches and version upgrades of relevant equipment will be completed gradually. Furthermore, external units are invited to conduct independent inspections, tests, and assessments to early identify potential information security risks.
5. This year, the information security response concept and respond speed of relevant units were also strengthened through exercises. The information security response strength-ening exercises are as follows:
-
(1) Preventing malicious e-mail and social engineering practice activity.
-
(2) The application system backup switch practice activity.
-
(3) Distributed Denial of Service (DDoS) Attack practice.
-
(4) 2023 Information and Communication Security Report Practice Plan by the Financial Supervisory Commission and its affiliates.
-
(5) Information security and health check assessment activity.
-
(6) Ultimate objective for securities and futures companies tiered information and communication security protection activity.
-
(7) Mobile application APP testing.
-
(8) Arranged information security education and training in order to strengthen information security awareness. The training courses include:
-
A. Information security incidents and sharing of security concepts.
-
B. Use of personal computer and daily information security operations.
-
C. Information security skills training and information security concepts.
-
D. Email security and prevention of social engineering.
-
It aims to improve the security, reliability, availability of information system and reduce the risks that relevant information security incidents may pose to the Company’s finance.
- B. List of losses, possible effects and countermeasures resulting from major information security incidents in the most recent year up to the publication date of this annual report : None.
VII. Material Contracts and Agreements
- A. Operating lease contract: For each leased asset with more than NT$5 million of rent per annum as of the Publish Date of the Annual Report
Unit: NT$
| Type | Asset | Area (Ping) |
Lease Term | Rental | Lessee | Payment Method |
Restrictive Covenant |
|---|---|---|---|---|---|---|---|
| Assets leased by the Company |
Nanjing Branch Office |
218 | 2022.01- 2026.12 |
458,000/month | Chen, Ting- Yuan |
Half a year | NA |
137
President Securities Corporation
B. Non-operating lease contract: For each leased asset with more than NT$5 million of rent per annum as of the Publish Date of the Annual Report
Unit: NT$
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----- Start of picture text -----
Area Payment Restrictive
Type Asset Lease Term Rental Lessee
(Ping) Method Covenant
Uni-President
Assets leased
President Securities 2019.04- Asset
to other 307.06 522,000/month Monthly NA
Building 2024.03 Management
entities
Corporation
Uni-President
Assets leased
President Securities 2024.04- Asset
to other 307.06 553,000/month Monthly NA
Building 2028.08 Management
entities
Corporation
Uni-President
Assets leased
President Securities 2023.09- Asset
to other 108.72 196,000/month Monthly NA
Building 2028.08 Management
entities
Corporation
Assets leased 2019.04-
President Securities President
to other 417.14 2024.03 709,000/month Monthly NA
Building Tokyo Corp.
entities (Note 1)
----- End of picture text -----
Note 1:This contract was terminated early on August 31, 2023.
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2023 Annual Report
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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----- Start of picture text -----
Year Financial Summary for the last five years (Note1)
2024Q1
(Note1)
Item 2019 2020 2021 2022 2023
----- End of picture text -----
| Year Item Financial Summary for the last five years (Note 2019 2020 2021 2022 |
1) 2023 |
2024Q1 (Note1) |
|---|---|---|
| Current Assets 90,081,974 105,321,883 108,685,040 85,395,659 Property and Equipment (Note2) 2,443,964 2,453,712 2,447,128 2,609,642 Intangible Assets 129,160 151,765 195,468 246,506 Other Assets 3,099,302 5,784,405 6,360,263 6,639,055 |
131,334,685 2,645,077 292,437 6,393,024 |
171,107,548 2,641,460 305,047 6,665,598 |
| Total Assets 95,754,400 113,711,765 117,687,899 94,890,862 |
140,665,223 | 180,719,653 |
| Current Liabilities Before distribution 68,821,260 84,087,688 85,708,967 64,963,349 After distribution 70,193,650 86,187,445 88,460,488 65,531,123 Non-Current Liabilities 167,368 144,595 212,302 121,025 |
108,355,052 Note3 168,063 |
146,440,655 Note3 236,744 |
| Total Liabilities Before distribution 68,988,628 84,232,283 85,921,269 65,084,374 After distribution 70,361,018 86,332,040 88,672,790 65,652,148 |
108,523,115 Note3 |
146,677,399 Note3 |
| Equity Attributable to Shareholders of the Parent 26,699,680 29,407,315 31,683,584 29,719,092 Capital Common Stock 13,723,900 13,998,378 14,558,313 14,558,313 Capital Reserve 91,261 91,261 91,261 91,261 Retained Earnings Before distribution 12,362,704 14,483,188 15,724,509 13,785,771 After distribution 10,715,836 11,823,496 12,972,988 13,217,997 Other Equity Interest 521,815 834,488 1,309,501 1,283,747 Treasury Stocks - - - - Non-controlling Interests 66,092 72,167 83,046 87,396 |
32,049,492 14,558,313 91,261 15,965,609 Note3 1,434,309 - 92,616 |
33,945,947 14,558,313 91,261 17,691,262 Note3 1,605,111 - 96,307 |
| Total Equity Before distribution 26,765,772 29,479,482 31,766,630 29,806,488 After distribution 25,393,382 27,379,725 29,015,109 29,238,714 |
32,142,108 Note3 |
34,042,254 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 2024 has been reviewed by CPAs.
Note 2: No asset revaluation has been conducted.
Note 3: Distributed earnings from 2023 have not yet to be approved by shareholders.
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President Securities Corporation
2. Individual Balance Sheet
Unit: NT$ thousands
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----- Start of picture text -----
Year Financial Summary for the last five years (Note1)
2024Q1
(Note1)
Item 2019 2020 2021 2022 2023
----- End of picture text -----
| Year Item Financial Summary for the last five years (Note1) 2024Q1 (Note1) 2019 2020 2021 2022 2023 |
Year Item Financial Summary for the last five years (Note1) 2024Q1 (Note1) 2019 2020 2021 2022 2023 |
Year Item Financial Summary for the last five years (Note1) 2024Q1 (Note1) 2019 2020 2021 2022 2023 |
|---|---|---|
| Current Assets 71,080,620 79,397,996 83,200,925 61,093,620 Property and Equipment (Note2) 2,270,391 2,270,322 2,271,270 2,413,110 Intangible Assets 70,726 94,479 145,690 187,393 Other Assets 7,263,678 9,087,091 9,573,767 10,043,533 |
107,777,722 2,460,229 229,816 9,355,629 |
146,440,734 2,458,269 243,117 9,719,473 |
| Total Assets 80,685,415 90,849,888 95,191,652 73,737,656 |
119,823,396 | 158,861,593 |
| Current Liabilities Before distribution 53,837,030 61,303,138 63,291,750 43,886,283 After distribution 55,209,420 63,402,895 66,043,271 44,454,057 Non-Current Liabilities 148,705 139,435 216,318 132,281 |
87,593,299 Note3 180,605 |
124,667,097 Note3 248,549 |
| Total Liabilities Before distribution 53,985,735 61,442,573 63,508,068 44,018,564 After distribution 55,358,125 63,542,330 66,259,589 44,586,338 |
87,773,904 Note3 |
124,915,646 Note3 |
| Capital Common Stock 13,723,900 13,998,378 14,558,313 14,558,313 Capital Reserve 91,261 91,261 91,261 91,261 Retained Earnings Before distribution 12,362,704 14,483,188 15,724,509 13,785,771 After distribution 10,715,836 11,823,496 12,972,988 13,217,997 Other Equity Interest 521,815 834,488 1,309,501 1,283,747 Treasury Stocks - - - - Non-controlling Interests - - - - |
14,558,313 91,261 15,965,609 Note3 1,434,309 - - |
14,558,313 91,261 17,691,262 Note3 1,605,111 - - |
| Total Equity Before distribution 26,699,680 29,407,315 31,683,584 29,719,092 After distribution 25,327,290 27,307,558 28,932,063 29,151,318 |
32,049,492 Note3 |
33,945,947 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 2024 has been reviewed by CPAs.
Note 2: No asset revaluation has been conducted.
Note 3: Distributed earnings from 2023 have not yet to be approved by shareholders.
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2023 Annual Report
VI. Financial Information
B. Condensed Income Statements
1. Consolidated Condensed Income Statements
Unit: NT$ thousands
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----- Start of picture text -----
Year Financial Summary for the last five years (Note1)
2024Q1
(Note1)
Item
2019 2020 2021 2022 2023
----- End of picture text -----
| Operating Revenue 7,142,397 9,581,272 11,621,619 6,271,336 Gross Profit 5,896,915 8,526,443 10,527,808 5,274,862 |
9,542,583 7,816,600 |
3,998,116 3,409,579 |
|---|---|---|
| Operating Income 2,061,802 3,607,110 4,267,554 697,614 Non-Operating Income 496,006 375,712 401,881 276,087 |
2,321,522 892,973 |
1,592,724 251,472 |
| Income Before Tax 2,557,808 3,982,822 4,669,435 973,701 |
3,214,495 | 1,844,196 |
| Net Income (Loss) from Operations of Continued Segments 2,373,835 3,614,596 4,011,373 736,245 Net Income (Loss) from Discontinued Operations - - - - Net Income (Loss) 2,373,835 3,614,596 4,011,373 736,245 Other Comprehensive Income (Income after Tax) -124,296 475,346 380,465 57,928 |
2,889,755 - 2,889,755 18,506 |
1,728,458 - 1,728,458 171,688 |
| Total Comprehensive Income 2,249,539 4,089,942 4,391,838 794,173 |
2,908,261 | 1,900,146 |
| Net Income Attributable to Shareholders of the Parent 2,368,536 3,607,518 4,007,435 729,368 Net Income Attributable to non- controlling Interests 5,299 7,078 3,938 6,877 Comprehensive Income Attributable to Shareholders of the Parent 2,244,912 4,080,025 4,376,026 787,029 Comprehensive income attributable to non-controlling interests 4,627 9,917 15,812 7,144 Earnings Per Share (Note2) 1.63 2.48 2.75 0.50 |
2,878,951 10,804 2,898,174 10,087 1.98 |
1,725,653 2,805 1,896,455 3,691 1.19 |
Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2024 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.
141
President Securities Corporation
2. Individual Condensed Income Statements
Unit: NT$ thousands
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----- Start of picture text -----
Year Financial Summary for the last five years (Note1)
2024Q1
(Note1)
Item
2019 2020 2021 2022 2023
----- End of picture text -----
| Operating Revenue 6,229,917 8,472,984 10,578,004 5,274,091 Gross Profit 5,313,631 7,832,892 9,905,317 4,715,091 |
8,678,717 7,364,379 |
3,760,133 3,274,087 |
|---|---|---|
| Operating Income 2,024,947 3,522,255 4,262,675 712,155 Non-Operating Income 489,434 404,341 370,104 200,527 |
2,438,723 681,049 |
1,614,871 200,638 |
| Income Before Tax 2,514,381 3,926,596 4,632,779 912,682 |
3,119,772 | 1,815,509 |
| Net Income (Loss) from Operations of Continued Segments 2,368,536 3,607,518 4,007,435 729,368 Net Income (Loss) from Discontinued Operations - - - - Net Income (Loss) 2,368,536 3,607,518 4,007,435 729,368 Other Comprehensive Income (Income after Tax) -123,624 472,507 368,591 57,661 |
2,878,951 - 2,878,951 19,223 |
1,725,653 - 1,725,653 170,802 |
| Total Comprehensive Income 2,244,912 4,080,025 4,376,026 787,029 |
2,898,174 | 1,896,455 |
| Earnings Per Share (Note2) 1.63 2.48 2.75 0.50 |
1.98 | 1.19 |
Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2024 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 2019 to 2023
| Year | CPA | Audit Opinion |
|---|---|---|
| 2019 | Lin, Se-Kai / Hsiao, Chin-Mu | Unqualified Opinion |
| 2020 | Lin, Se-Kai / Lo, Chiao-Sen | |
| 2021 | Lin, Se-Kai / Lo, Chiao-Sen | |
| 2022 | Lin, Se-Kai / Lo, Chiao-Sen | |
| 2023 | Lin, Se-Kai / Lo, Chiao-Sen |
142
2023 Annual Report
VI. Financial Information
II. Financial Analysis for the Past Five Years
1. Consolidated Financial Analysis for the Past Five Years
| Year Item |
Financial Summary for the last five years (Note1) | Financial Summary for the last five years (Note1) | Financial Summary for the last five years (Note1) | Financial Summary for the last five years (Note1) | 2024Q1 (Note1) |
||
|---|---|---|---|---|---|---|---|
| 2019 | 2020 | 2021 | 2022 | ||||
| Financial Structure (%) Debt Ratio Ratio of Long-term Capital to property and equipment |
81.16 1288.77 |
||||||
| Solvency (%) Current Ratio Quick Ratio |
130.89 125.25 126.81 131.45 121.21 130.86 125.22 126.78 131.39 121.16 |
116.84 116.81 |
|||||
| Profitability Analysis Return on Total Assets (%) Return on Stockholders’ Equity (%) Pre-tax Income to Paid-in Capital (%) Profit Ratio (%) Earnings Per Share (NT$) (Note2) |
3.37 3.66 3.54 0.83 3.09 9.05 12.85 13.10 2.39 9.33 18.64 28.45 32.07 6.69 22.08 33.24 37.73 34.52 11.74 30.28 1.69 2.58 2.75 0.5 1.98 |
1.25 5.22 12.67 43.23 1.19 |
|||||
| Cash Flow (%) Cash Flow Ratio Cash Flow Adequacy Ratio Cash Reinvestment Ratio |
- 8.87 2.67 11.47 - 409.63 459.61 356.40 285.42 194.71 - 20.81 0.59 16.15 - |
- 220.12 - |
|||||
| Other Ratio (%) Debit to Equity Ratio Ratio of Property and Equipment to Total Asset Total Underwriting to Quick Assets Ratio Total Margin Loan Balance to Equity Ratio Total Short Sales Amount to Equity Ratio |
257.75 285.73 270.48 218.36 337.64 3.18 2.72 2.67 3.55 2.5 0.88 0.73 1.19 0.78 0.35 37.45 41.55 57.75 35.34 54.12 7.06 6.14 4.91 6.07 3.62 |
430.87 1.95 0.06 56.05 2.46 |
|||||
| Analysis of financial ratio differences for the last two years (for variations above 20%) (1) Return on Total Assets:Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (2) Return on Stockholders’ Equity:Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (3) Pre-tax Income to Paid-in Capital:Increased mainly due to the increase of pre-tax income in 2023 as compared to that in 2022. (4) Profit Ratio:Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (5) Earnings Per Share:Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (6) Cash Flow Ratio: Net Cash flow from operating activities turned from net cash inflow in 2022 to net cash outflow in 2023, causing the cash flow ratio to decrease compared with 2022. (7) Cash Reinvestment Ratio: Net Cash flow from operating activities turned from net cash inflow in 2022 to net cash outflow in 2023, causing the cash flow ratio to decrease compared with 2022. (8) Debit to Equity Ratio:Increased mainly due to the increase in short-term borrowings, commercial promissory notes payable, liabilities with repurchase bonds and accounts payable in 2023 compared with 2022. (9) Ratio of Property and Equipment to Total Asset:Increased mainly due to the increase of total asset in 2023 as compared to that in 2022. |
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President Securities Corporation
| (10) | Total Underwriting to Quick Assets Ratio:Increased mainly due to the increase of quick assets in 2023 as | ||
|---|---|---|---|
| compared to that in 2022. | |||
| (11) | Total Margin Loan Balance to Equity Ratio:Increased mainly due to the increase of margin loans receivable in | ||
| 2023 as compared to that in 2022. | |||
| (12) | Total Short Sales Amount to Equity Ratio:Decreased mainly due to the decrease of short sale proceeds payable in | ||
| 2023 as compared to that in 2022. | |||
| Note | 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first | ||
| quarter of 2024 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
144
2023 Annual Report
VI. Financial Information
2. Individual Financial Analysis for the Past Five Years
| Year | Financial Summary for the last five years (Note1) | Financial Summary for the last five years (Note1) | Financial Summary for the last five years (Note1) | Financial Summary for the last five years (Note1) | Financial Summary for the last five years (Note1) | 2024Q1 (Note1) |
|
|---|---|---|---|---|---|---|---|
| Item | 2019 | 2020 | 2021 | 2022 | 2023 | ||
| Financial Structure (%) Debt Ratio Ratio of Long-term Capital to property and equipment |
66.91 67.63 66.72 59.70 73.25 78.63 1175.99 1295.29 1394.97 1231.57 1302.7 1380.89 |
||||||
| Solvency (%) Current Ratio Quick Ratio |
132.03 129.52 131.46 139.21 123.04 117.47 131.99 129.48 131.42 139.13 122.99 117.43 |
||||||
| Profitability Analysis Return on Total Assets (%) Return on Stockholders’ Equity (%) Pre-tax Income to Paid-in Capital (%) Profit Ratio (%) Earnings Per Share (NT$) (Note2) |
4.01 4.44 4.38 1.02 3.7 1.44 9.05 12.86 13.12 2.38 9.32 5.23 18.32 28.05 31.82 4.89 16.75 11.09 38.02 42.58 37.88 13.83 33.17 45.89 1.69 2.58 2.75 0.5 1.98 1.19 |
||||||
| Cash Flow (%) Cash Flow Ratio Cash Flow Adequacy Ratio Cash Reinvestment Ratio |
- 12.60 1.17 16.36 - - 398.27 465.96 335.38 272.35 180.25 193.86 - 21.46 - 14.86 - - |
||||||
| Other Ratio (%) Debit to Equity Ratio Ratio of Property and Equipment to Total Asset Total Underwriting to Quick Assets Ratio Total Margin Loan Balance to Equity Ratio Total Short Sales Amount to Equity Ratio |
202.2 208.94 200.44 148.12 273.87 367.98 3.40 3.07 2.97 4.10 2.65 2 1.12 0.97 1.55 1.09 0.43 0.07 37.54 41.65 57.9 35.44 54.28 112.69 7.07 6.15 4.92 6.09 3.63 1.14 |
||||||
| Analysis of financial ratio differences for the last two years (for variations above 20%) (1) Return on Total Assets: Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (2) Return on Stockholders’ Equity: Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (3) Pre-tax Income to Paid-in Capital: Increased mainly due to the increase of pre-tax income in 2023 as compared to that in 2022. (4) Profit Ratio: Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (5) Earnings Per Share: Increased mainly due to the increase of net income in 2023 as compared to that in 2022. (6) Cash Flow Ratio: Net Cash flow from operating activities turned from net cash inflow in 2022 to net cash outflow in 2023, causing the cash flow ratio to decrease compared with 2022. (7) Cash Reinvestment Ratio: Net Cash flow from operating activities turned from net cash inflow in 2022 to net cash outflow in 2023, causing the cash flow ratio to decrease compared with 2022. (8) Debit to Equity Ratio: Increased mainly due to the increase in short-term borrowings, commercial promissory notes payable, liabilities with repurchase bonds and accounts payable in 2023 compared with 2022. |
145
President Securities Corporation
-
(9) Ratio of Property and Equipment to Total Asset: Increased mainly due to the increase of total asset in 2023 as compared to that in 2022.
-
(10) Total Underwriting to Quick Assets Ratio: Increased mainly due to the increase of underwriting amount in 2023 as compared to that in 2022.
-
(11) Total Margin Loan Balance to Equity Ratio: Increased mainly due to the increase of margin loans receivable in 2023 as compared to that in 2022.
-
(12) Total Short Sales Amount to Equity Ratio: Decreased mainly due to the decrease of short sale proceeds payable in 2023 as compared to that in 2022.
Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2024 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
146
2023 Annual Report
VI. Financial Information
III. Audit Committee’s Review Report on the Company’s 2023 Financial Statement
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147
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. 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:
-
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.
-
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.
-
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.
-
Futures: Closing prices of respective futures exchanges on that day.
-
Options: Closing prices of the exchanges of the options on that day.
-
Warrants: Closing prices of the instruments in the listed market.
-
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.
-
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.
-
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.
-
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.
VII. Hedge Accounting Applied to Financial Instruments: Not applicable.
148
2023 Annual Report
VI. Financial Information
VIII. Items That Should Be Included Pursuant to Regulations Governing the Preparation of Financial Reports by Securities Firms
-
A. Major Businesses
-
Acquisition or merger of other companies in the last 5 Years: None
-
Segmentation in the last 5 years: None
-
Investee companies:
Unit: NT$ thousands
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Investment Shares December 31, 2023
Original Accounting
Investee Companies
Investment Equity of Treatment
Shares Percentage Book vlaue
Investment
President Futures Co.,
$644,650 63,817,303 96.69% $2,699,883 $2,699,883
LTD
President Capital
326,000 30,000,000 100% 310,452 310,452
Management Corp.
President Securities
848,735 192,600,000 100% 810,334 810,334
(Hong Kong) Limited
Uni-President
Asset Management 667,622 14,904,630 42.46% 796,561 617,189
Corporation
President Insurance 10,000 1,000,000 100% 65,304 65,304 Equity
Agency Co., Ltd. Method
PSC Venture Capital
Investment Company 300,000 30,000,000 100% 246,211 246,211
Limited
President Wealth
92,091 23,400,000 100% 0 0
Management (HK) Ltd.
President Securities
3,403 1,000,000 100% 0 0
(Nominee) Ltd.
Jin Yuan President
3,138,169 - 49% 2,615,717 2,615,717
Securities Limited
----- End of picture text -----
Note 1: President Securities (Hong Kong) Limited, President Wealth Management (Hong Kong) Limited was approved by the board of directors to deal with the dissolution and liquidation matters in March, 2022.
Note 2: President Securities Nominee Limited was liquidated in January, 2024.
-
Adjustment in the last 5 years: None
-
Trading of material assets in the last 5 years:
-
(1) Asset purchase: No material assets purchased.
-
(2) Asset disposal: No material assets disposed.
-
Material change on operation or businesses: None
-
the previous year
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Year
Item 2023 2022 Difference
The number of non-management employee 1,288 1,309 ( 21)
Average welfare budget for non-management employee $ 1,635 $ 1,263 $ 372
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C. Risk management countermeasures
To ensure non-stop operation, it is important to strengthen the ability of emergency handling for the Company, to eliminate the risk impacts and resume normal operation. The Company has stipulated the Risk Management Rules that builds up the procedure for handing emergency tasks, which minimizes the damages by handling the problems in real time.
Operational risks include critical changes in the market, abnormal working capital, and big loss in investment, which will impact company operation and causes losses. The Company has stipulated Countermeasures for Operational Risks, which includes processes and procedures to maintain normal operation of the Company.
149
President Securities Corporation
VII. Financial Status, Operating Results and Risk Management
VII. Financial Status, Operating Results and Risk Management
I. Financial Status
Unit: NT$ thousands
| Year Item |
2023 (Note) |
2022 (Note) |
Fluctuation | Fluctuation | |
|---|---|---|---|---|---|
| Amount | Variance (%) | ||||
| Current Assets 131,334,685 85,395,659 45,939,026 53.80% Non-Current Assets 9,330,538 9,495,203 -164,665 -1.73% |
|||||
| Total Assets 140,665,223 94,890,862 45,774,361 48.24% |
|||||
| Current Liabilities 108,355,052 64,963,349 43,391,703 66.79% Non-Current Liabilities 168,063 121,025 47,038 38.87% |
|||||
| Total Liabilities 108,523,115 65,084,374 43,438,741 66.74% |
|||||
| Capital Stock 14,558,313 14,558,313 0 0.00% Capital Surplus 91,261 91,261 0 0.00% Retained Earnings 15,965,609 13,785,771 2,179,838 15.81% Other Equity 1,434,309 1,283,747 150,562 11.73% Attributable to Parent’s Ownership Interest 32,049,492 29,719,092 2,330,400 7.84% Non-Controlling Interests 92,616 87,396 5,220 5.97% |
|||||
| Total Equity 32,142,108 29,806,488 2,335,620 7.84% |
|||||
| Note: Financial information for the years of above-mentioned (based on IFRS) was audited and certifed by CPAs. 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: (1) Current assets increased mainly due to the increase of financial assets at fair value through profit or loss - current and margin loans receivable in 2023. (2) Current Liabilities increased mainly due to the increase of commercial paper payable, bonds sold under repurchase agreements,accounts payable in 2023. (3) Non-Current Liabilities increased mainly due to the increase in net defined benefit liabilities, which had no material impact to the Company. |
II. Analysis of Operating Results
Unit: NT$ thousands
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Year
2023 2022
Amount Variance (%)
Item (Note) (Note)
Operating Revenue 9,542,583 6,271,336 3,271,247 52.16%
Operating Expenses 7,221,061 5,573,722 1,647,339 29.56%
Operating Income 2,321,522 697,614 1,623,908 232.78%
Non-Operating Income 892,973 276,087 616,886 223.44%
Income before Tax 3,214,495 973,701 2,240,794 230.13%
Income Tax Expense 324,740 237,456 87,284 36.76%
Net Income 2,889,755 736,245 2,153,510 292.50%
Other Comprehensive Income
18,506 57,928 -39,422 -68.05%
(after Tax)
Total Comprehensive Income 2,908,261 794,173 2,114,088 266.20%
Net Income Attributable to
Shareholders of the Parent 2,878,951 729,368 2,149,583 294.72%
Non-controlling Interests 10,804 6,877 3,927 57.10%
Comprehensive Income
Attributable to
Shareholders of the Parent 2,898,174 787,029 2,111,145 268.24%
Non-controlling Interests 10,087 7,144 2,943 41.20%
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Note: Financial information for the years of above-mentioned (based on IFRS) was audited and certified by CPAs.
150
2023 Annual Report
VII. Financial Status, Operating Results and Risk Management
Explanation to major variations in the last two years (changes over 20%):
-
Operating Revenue: In 2023, the profit from proprietary tradings increased compared to the previous year.
-
Operating Expenses: Increase in employee benefit expenses and other operating expenses in 2023.
-
Operating Income: In 2023, the profit from proprietary tradings increased compared to the previous year.
-
Non-Operating Income: Increase in share of the loss of associates and joint ventures accounted for under the equity method in 2023.
-
Income before Tax: In 2023, the profit from proprietary tradings increased compared to the previous year.
-
Income Tax Expense: The increase in income tax expenses was due to the increase in profit in 2023.
-
Net Income: In 2023, the profit from proprietary tradings increased compared to the previous year.
-
Other Comprehensive Income: In 2023, there is a loss on remeasurements of defined benefit plan, which due to the gain in 2022.
-
Total Comprehensive Income: In 2023, the profit from proprietary tradings increased compared to the previous year.
-
Net profit attributable to shareholders of the parent: In 2023, the profit from proprietary tradings increased compared to the previous year.
-
Net profit attributable to non-controlling interests: In 2023, the profit of investment with ownership less than 100% owned increased compared to the previous year, resulting in an increase in non-controlling interests.
-
Total comprehensive income attributable to shareholders of the parent: In 2023, the profit from proprietary tradings increased compared to the previous year.
-
Total comprehensive income attributable to non-controlling interests: Due to other comprehensive income of subsidiaries accounted for under the equity method in 2023 increased as compared to that in 2022,with a corresponding increased in non-controlling interests.
III. Analysis of Cash Flow
A. Cash Flow Analysis for the Current Year
-
(1) Operating activities: Net cash outflow from operating activities was NT$20,879,776 thousand, representing an increase of NT$28,330,198 thousand as compared to previous year, which was mainly due to the increase in net cash inflow from operating activities as a result of the increase in financial assets at fair value through profit or loss as compared to the previous year.
-
(2) Investing activities: Net cash outflow from investing activities was NT$269,568 thousand, representing an decrease of NT$673,460 thousand as compared to previous year, mainly due to no obtaining investment accounted for by equity method which resulted in decrease in net cash outflow from investing activities.
-
(3) Financing activities:Net cash inflow from financing activities was NT$20,466,700 thousand, representing an increase of NT$26,615,691 thousand as compared to previous year, mainly due to the increase in commercial papers payable which resulted in increase in net cash outflow from financing activities.
B. Remedy for Cash Deficit and Liquidity Analysis
The Company has maintained a good credit relationship with banks for a long time and maintained mid-and short-term credit lines sufficient to meet the Company’s funding needs.
| Year Item |
2022 | 2023 | Variance (%) | |
|---|---|---|---|---|
| Cash Flow Ratio (%) 11.47 - |
- | |||
| Cash Flow Adequacy Ratio (%) | 285.42 | 194.71 | -31.78% | |
| Cash Reinvestment Ratio (%) | 16.15 | - | - | |
| Explanation to major variations: Cash Flow Ratio: The cash fow from main operating activities in 2023 changed from net cash infow in 2022 to net cash outfow, resulting in an decrease in the cash fow ratio compared with that in 2022. Cash Reinvestment Ratio: The cash fow from main operating activities in 2023 changed from net cash infow in 2022 to net cash outfow, resulting in an decrease in the cash reinvestment ratio compared with that in 2022. |
151
President Securities Corporation
C. Cash Flow Analysis for the Coming Year
| C. Cash Flow Analysis for the Coming Year | C. Cash Flow Analysis for the Coming Year | C. Cash Flow Analysis for the Coming Year | C. Cash Flow Analysis for the Coming Year | C. Cash Flow Analysis for the Coming Year | C. Cash Flow Analysis for the Coming Year | C. Cash Flow Analysis for the Coming Year |
|---|---|---|---|---|---|---|
| Unit: NT$ 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 | |
| 5,509,978 | 2,198,598 | 2,258,000 | 5,450,576 | - | - |
IV. Effects of Major Capital Expenditures in the Most Recent Fiscal Year on Financial Operations: Not Applicable.
V. Long-term Investment Policy
In 2023, the company’s domestic and foreign reinvestment operations maintain steady. 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. The Company will follow the footsteps of open policy, actively develop and promote various financial products to develop international financing and investment business as well as all kinds of businesses in the future Greater China market. In addition, President Securities Nominee Limited was liquidated in January, 2024. President Securities Corporaion also made the decision to dissolve its overseas investment President Securities (Hong Kong) Limited, and President Wealth Management (Hong Kong) Limited in 2022 to simplify the investment structure and improve the overall capital utilization efficiency. The company will more focus on the investment business in mainland China. Going forward, the Company expects to earn considerable profit from the vast China securities market after the joint venture Jin Yuan President Securities Corporation Limited has completed implementation of various businesses and can operate in scale.
The profitability of each investment in 2023 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 and 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, model risk, reputational risk, and climate 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 the company’s risk management operations and authorizes any exceptions to the risk management.
-
(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.
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VII. Financial Status, Operating Results and Risk Management
-
(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 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.
-
(11) General Affairs Department’s responsibilities: Greenhouse gas inventory and management, Resource sustainability management, Responsible procurement, and Supplier management.
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.
-
(3) Ensure the appropriate measurement, disclosure, and control of the operating quality based on risk assessment reports and auditing reports.
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Climate Risk Evaluation
-
(1) Climate risk assessment method and process: Using risk matrix to identify and evaluate the level of climate risks, prioritizing risks, and defining significant climate risks. The climate risk assessment method should take into account relevant regulations and internationally recognized standards.
-
(2) Identify the correlation between climate risks and other risks, such as credit risk, market risk, operational risk, and liquidity risk.
-
(3) Risk identification and assessment: Identifying and assessing the degree of impact, probability, and potential risks to operational activities caused by climate events.
4. Risk Factors and Corresponding Responses
-
(1) Management Crisis Risk: 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: 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: 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: 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: 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 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.
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VII. Financial Status, Operating Results and Risk Management
-
(7) Model risk: 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 Use Management Procedures” that clearly spell out procedures for developing models, for validating models, for managing variables, and for discontinuing the use of problem models.
-
(8) Climate risks: There are two major types, including physical risks caused by climate change, and transitional risks associated with a low-carbon economy.
-
Response: Key indicators for managing climate risks should take into account the duration of the climate risk impact and industry factors. If a significant risk is identified that may jeopardize financial or business conditions or violate legal compliance, appropriate measures should be taken immediately and reported to the Board of Directors. In addition, in accordance with regulatory authorities, widely recognized international initiatives or guidelines, the Company regularly discloses the implementation of climate risk management to enhance the quality and transparency of information.
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.
The effects and countermeasures:
- i. Bond and Interest Derivative Product Business: The amount of our company’s major interest products on March 31, 2024, and the likely loss of NT$305,665 thousand due to the 1% interest rate change (as show in the following table).
Unit: NT$ thousands
==> picture [332 x 147] intentionally omitted <==
----- Start of picture text -----
Profit/loss based on
Item Amount 1% Interest rate
change
Government bond 299,062 -683
Corporate bond 3,914,222 -16,232
Bank debentures 98,771 -108
International bond 801,631 -8,649
Foreign bond 13,876,630 -279,993
Total 18,990,316 -305,665
----- 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$39.374 billion on March 2024. They are both borrowing with interest rate risks. With every 1bp change in market interest rate, our company has to pay NT$39.374 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. According to the resolution of the Joint Board of Supervisors of the Central Bank in December 2024, along with the domestic and international economic and financial situation, the domestic inflation rate is expected to gradually decline each quarter this year. However, the higher price increases since 2021, and the proposed increase in domestic electricity prices in April this year, are concerns that may lead to higher
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President Securities Corporation
inflation expectations. Going forward, the central bank will continue to monitor the adjustment of electricity prices, the transition to net zero, and their subsequent impact on domestic inflation. It will also pay attention to monetary policy developments in major economies, as well as the impact of changes in international commodity prices, geopolitical risks, extreme weather conditions, and other factors on the domestic economic and financial situation. Monetary policy will be adjusted promptly to achieve price stability and financial stability. It is expected that Central Bank will remain interest rates 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 not just include 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.
On March 31, 2024, the company’s main exchange rate product positions, and 1% exchange rates fluctuation may result in a loss of NT$300,622 thousand (as show in the following table).
Unit: NT$ thousands
==> picture [311 x 99] intentionally omitted <==
----- Start of picture text -----
Loss resulted by 1% exchange
Item Position rates fluctuation
Foreign Stock 1,059,985 -11,980
International Bond 801,631 -8,649
Foreign Bond 13,876,630 -279,993
Total 15,738,246 -300,622
----- 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 average CPI growth rate from January to March of 2023 was +2.34%, 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 2024 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 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.
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VII. Financial Status, Operating Results and Risk Management
-
On January 10, 2023, Taiwan Securities Association issued Chung-Cheng-Shan-Yeh(1) Letter No. 1120000164 to amend on Article 27 of the "Regulations Governing Securities Firms Handling Entrusted Trades of Foreign Securities". To protect the rights and interests of investors, the regulation revisions stipulated that the notification scope of private acquisitions in foreign stock markets should be limited to cases of public acquisitions. Unlike public acquisitions, private acquisitions are not required to follow the information disclosure and procedures. However, if investors wish to participate in private acquisitions, records should be kept, and the risks of participation should be disclosed to investors. The Company has instructed the relevant units to handle this in accordance with the regulations and has communicated this requirement to colleagues.
-
On February 8, 2023, the Taiwan Stock Exchange Corporation Commission issued Order Tai-Cheng-Fu No. 1120017011 to amend on partial articles of the "Corporate Governance Best-Practice Principles for Securities Firms". The revision of the articles aim at the implementation of specific measures outlined in the "Transition Strategies of Sustainable Development for Securities and Futures Sectors", which require securities firms to establish an accountability system based on planning, execution, inspection and action. Our Company has amended the "President Securities Corporation Corporate Governance Practices Guidelines" through resolution passed during 13th Board meeting of 12th Board of Directors.
-
On March 6, 2023, the Financial Supervisory Commission issued Order Jin-Guan-Zeng-Quan No. 1120380899 to announce the amendment on articles 44-9 and 44-21 of the "Regulations Governing the Administration of Shareholder Services of Public Companies". These adjustments regarding the convening of video shareholders' meetings, which strengthen the protection of shareholders' rights and interests. For example, the regulation amend that a video shareholders' meeting should be held by the Board of Directors with the attendance of at least two-thirds of the directors, and the approval of a majority of the directors present. The Company has revised its internal control standards in accordance with the relevant provisions.
-
On August 17, 2023, Taiwan Stock Exchange Corporation Commission issued Letter No. 1120014861, announces the amendment of the Taiwan Stock Exchange Guidelines for the Listing Review of Warrants. Articles 12, 14, 16, and 17 have been adjusted to modify the regulations related to hedging transactions. The relevant departments have been instructed to comply with the regulations and notify the staff of this provision.
-
On August 31, 2023, the Financial Supervisory Commission issued Jin-Guan-Zeng-Quan Letter No.1120345336 to announce the "Directions for Operations Outsourcing by Securities Firms". Accorddingly, securities firms should adhere to the applicable requirements when delegating others to handle securities business or client information. Our Company has designated responsible units to oversee the planning and implementation process, and continuously monitor the relevant regulations and guidelines.
-
On November 2, 2023, the Financial Supervisory Commission issued Order Jin-Guan-ZengQuan No.1120351844 to establish "Compliance Directions for Securities Firms Reporting Material Contingencies". It's regulated that securities firms should promptly report any significant incidental occurrences to the relevant departments, and include them in their internal control system. Our Company has instructed the relevant departments to develop internal regulations and has communicated this requirement to our colleagues.
-
On November 10, 2023, the Financial Supervisory Commission issued Order Jin-Guan-Fa No. 1120385231 to amend the Articles 10 and 23 of the "Regulations Governing Information to be Published in Annual Reports of Public Companies", and Article 10 and Article 32 Appendix 63, Appendix 63-1 of the "Guidelines for the Items to be Recorded in the Prospectus for the Issuance of Securities by the Company". The modifications mandate the expansion of disclosure in the annual report and prospectus regarding individual director remuneration, fire safety management and carbon reduction goals. The Company has instructed the relevant departments to comply with these regulations and will prepare the necessary documents based on the revised content.
-
On November 28, 2023, the Taiwan Stock Exchange Corporation Commission issued Order TaiCheng-Fu No. 11200222161 to amend the Articles 2 and 4 of the "Taiwan Stock Exchange Corporation Standards Governing Principal Identification and Management of Credit Line Categorization in the Processing by Securities Firms of Account Opening". In order to improve convenience for investors and offer securities firms a wider range of online account opening and authentication options, securities firms are now permitted to verify the identity of clients using Financial FIDO (Fast Identity Online) authentication. Our Company will assess the potential business opportunities and proceed in accordance with regulations.
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-
On December 11, 2023, the Taiwan Securities Association issued Chung-Cheng-Shan-Yeh(2) Letter No. 1120006503, to amend the "Regulations on the Management of Advertising, Business Solicitation and Sales Promotion Activities by Members". Regarding the advertising declaration procedure for securities firms, our Company has revised the internal regulations to follow the adjustments, and the revision was completed on January 19, 2024.
-
On December 29, 2023, the Taiwan Stock Exchange Corporation Commission issued Order Tai-ChengFu No. 1120024674 to amend on partial articles of the "Guidelines Governing the Creation of Customer Ledgers of Securities Firms' Settlement Accounts". The primary revision is to enable the transfer of funds from electronic payment accounts to contractual accounts that can be used as sub-accounts for delivery accounts. The Company will evaluate the business opportunities and comply with the regulations.
5. Effects of Industry Changes (Including information security risks) and Technological Changes and Measures for Dealing with These Changes.
In response to the changing financial and technological environment, the Company shall create diversified, fast, stable, secure electronic ordering platform and diversified customer financial service as the 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” and “Digital Business Department” , try to transform 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.
To build a data-driven corporate culture amid trends in digital transformation, the Company has been transforming its processes through internal digitalization, with a comprehensive focus on improving existing management systems, operational processes, human resources, and systems. In 2022, the Company initiated the Enterprise Data Platform Construction Project, with the aim of establishing data governance capabilities with data development and continuously expanding data assets. The goal is to establish a data-driven organizational culture and enhance the Company's competitiveness.
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. We launched a new educational video channel on our platform to help investors gain a better understanding of platform operations. In addition, we enhanced our operational system to provide a more dynamic and interactive customer service platform for business personnel, with the goal of fostering business growth and generating new business opportunities.
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 (ISO27001), 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 to facilitate business growth and create new business opportunities.
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. Disaster Recovery server room construction, support code inspection, finished trading host conversion to FIX connection project and APP lab inspection have been completed.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.
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VII. Financial Status, Operating Results and Risk Management
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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----- Start of picture text -----
Parties involved in The current Amount
The major claims Date Remark
major lawsuits progress (Unit:NT$)
Customer Lin, ○-Rou from the Plaintiffs: 2024.1 This case is 1,000,000 After the evaluation
Taichung Branch has filed a lawsuit Lin, ○-Rou first heard at the of this case, the
against our Taichung Branch. The Defendant: Taiwan Taichung case has no material
lawsuit results from dissatisfaction with PSC District Court. impact on the
offsetting the refundable amount after shareholders' equity
redeeming the current securities and the of the Company
overdrawn borrowing fee. or the price of
securities.
As the Company requires presidents Plaintiffs: 2023.3 The plaintiff's Chen, After the evaluation
to be in service at the time of payment Chen, ○-Long claim was ○-Long: of this case, the
of deferred bonuses, former branch Huang, ○-Fa dismissed by the 1,781,554 case has no material
presidents Chen, ○-Long and Huang, Defendant: Taipei District Huang, impact on the
○-Fa were unable to receive the FY PSC Court. The court is ○-Fa: shareholders' equity
2021 deferred bonuses due to their currently awaiting 1,231,759 of the Company
retirement from the Company and filed confirmation or the price of
a lawsuit to require the Company to pay as to whether securities.
the bonuses. the plaintiff has
filed an appeal in
accordance with
the law.
----- End of picture text -----
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President Securities Corporation
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----- Start of picture text -----
Parties involved in The current Amount
The major claims Date Remark
major lawsuits progress (Unit:NT$)
The plaintiff Wang, ○-Cheng (did not Plaintiff: 2010.7 On February 16, 9,007,179 After the evaluation
open an account at the Company and Wang, ○-Cheng 2023, the Supreme of this case, the
traded stocks) claimed that he borrowed Defendant: Court rejected case has no material
a customer account from 2004 through Chu, ○-Jung, both parties' impact on the
2008 and entrusted business clerk Chu, PSC appeals, affirming shareholders' equity
○-Jung at the Tucheng Branch to buy the High Court's of the Company
and sell stocks. However, Chu, ○-Jung original decision. or the price of
sold the stocks in the account secretly The Company securities.
and expropriated the proceeds from the was liable for
stocks. In addition, due to Chu, ○-Jung's compensation of
fraud, Wang, ○-Cheng was required to NT$4,956,938 ,
pay a guarantee deposit and suffered and the interest
loss; thus, he claimed that the Company will be calculated
shall be jointly liable for the indemnity at an annual
and filed this lawsuit. rate of 5% from
September 2,
2010, until the
date of settlement,
jointly with Chu, ○
Jung.Additionally,
we will be jointly
responsible
for 55% of the
litigation costs
paid by the
plaintiff in the first
to third trials.
The plaintiff, Ms. Lu, ○-Jen, is a former Plaintiffs: 2021.10 The case was 1,000,000 After the evaluation
securities specialist of the Sanchong Huang Lu, ○-Jen concluded by of this case, the
Branch where she was dismissed by Defendant: the Taiwan case has no material
the Company for misconduct in the PSC New Taipei impact on the
course of performing his/her business District Court shareholders' equity
and subsequently filed a lawsuit on November of the Company
against the Company for restoration of 22, 2022, and or the price of
employment and compensation. the ruling of the securities.
first instance was
that the plaintiff's
claims were
rejected. As the
plaintiff did not
appeal, the case
was closed. The
Company was not
liable for paying
any compensation.
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----- Start of picture text -----
Parties involved in The current Amount
The major claims Date Remark
major lawsuits progress (Unit:NT$)
The Trade-Van Information Services Plaintiff: 2020.7 Both parties 10,000,000 After the evaluation
Co. claimed that there was damage The Trade-Van reached a of this case, the
to the delivery of ballots for its 2020 Information settlement case has no material
shareholders' meeting, and filed a civil Services Co. in the Taipei impact on the
lawsuit against the Company and its Defendant: District Court shareholders' equity
employees to demand joint liability and Chou, ○-Hung, on September of the Company
compensation. Gong, ○-Da, 8, 2021 and the or the price of
Chen, ○-Hua, litigation was securities.
Lin, ○-Siou, concluded without
PSC compensation.
The plaintiffs Huang, Hsiang-○ Plaintiffs: 2020.11 This case was 328,133 After the evaluation
and Huang, Ching-○ applied for Huang, Hsiang-○, concluded by the of this case, the
the transfer of ○○ stocks under the Huang, Ching-○ Taiwan Taipei case has no material
name of the successor, but failed to Defendant: District Court impact on the
submit the national identity cards of PSC on February 26, shareholders' equity
"all inheritors" or the seal certificate 2021, and the of the Company
issued by the household registration ruling of the first or the price of
office in accordance with Article 24 instance was that securities.
of the Regulations Governing the the Company
Administration of Shareholder Services shall transfer the
of Public Companies; as a result, ○ ○ stocks under
the transfer could not be completed. the name of the
Therefore, they filed a civil lawsuit successor to the
against the Company to request the plaintiffs and the
Company to complete the transfer of Company was not
inheritance. liable for paying
any compensation.
----- 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 (NT$ 1,993 for price spread and 53 for interest, NT$ 2,046 in total) from Mr. Li , a legal representative of legal entity shareholderas, in accordance to article 157 of the Securities and Exchange Act on December 25, 2023, the disgorgement (NT$ 4,847 for price spread and 137 for interest, NT$ 4,984 in total) from a manager whose last name is Chang in accordance to article 157 of the Securities and Exchange Act on December 29, 2023, and informed Securities and Futures Investors Protection Center on January 3, 2024. Any similar situation happend from February, 2024 to now: None.
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President Securities Corporation
13. Other Important Risks:
-
(1) Impact and countermeasures for addressing personal data leakage risks:
-
To ensure the standardization of the collection, processing, and use of personal data, prevent any violation of personal rights, and promote the responsible use of such data, our Company has complied with the provisions of the Personal Data Protection Act. Since 2013, we have worked with external professional consultants to establish a robust personal data management system that effectively protects customers’ personal information and transaction data from unauthorized disclosure.
The Company has established a personal data protection committee and an emergency response team to protect personal data. Each year, all departments are required to conduct an inventory and review of the collection, processing, and use of personal data, as well as operational guidelines. The company also effectively manages personal data breach incidents to raise crisis awareness among all employees. Annual privacy training and data breach drills are conducted to improve response capabilities and incident management.
- (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 Corporation 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 extension review was completed on August 10, 2023. The certificate will remain in force from August 25, 2022 until August 24, 2025. 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, 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.
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
-
The core system disaster recovery has switched to practice activities.
-
Distributed Denial-of-Service (DDoS) Attack and Defense Exercises
-
2023 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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2023 Annual Report
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 [415 x 130] intentionally omitted <==
----- Start of picture text -----
PRESIDENT SECURITIES CORPORATION
Shareholding Shareholding Shareholding Shareholding Shareholding Shareholding
100% 100% 96.69% 100% 100% 100%
President PSC Venture President President
Insurance President Capital President Securities Wealth
Capital Investment
Agency Company Limited Futures Co., Ltd Management (Hong Kong) Limited Management
Co., Ltd. Corp. (Hong Kong) Limited
----- End of picture text -----
2. Basic Information of Affiliates
==> picture [474 x 306] intentionally omitted <==
----- Start of picture text -----
As of April 29, 2024
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 Level 20, Infinitus Plaza 199 Des
brokerage,
(Hong Kong) 1994.07.26 Voeux Road Central, Sheung HKD 192,600
underwriting ,and
Limited Wan, Hong Kong
consulting (Note 1)
President Wealth Level 20, Infinitus Plaza 199 Des
Wealth management
Management (Hong 2002.03.31 Voeux Road Central, Sheung HKD 23,400
(Note 1)
Kong) Limited Wan, Hong Kong
President Insurance 4F.,No.8, Dongxing Rd., Taipei
2008.04.29 NTD 10,000 Insurance agent
Agency Co., Ltd. City
Consultation
of investment
PSC Venture management and
2F.,No.8, Dongxing Rd., Taipei
Capital Investment 2013.10.29 NTD 300,000 venture capital; other
City
Company Limited unprohibited or
unrestricted businesses
beyond the permit
----- End of picture text -----
Note 1: President Securities (Hong Kong) Limited, President Wealth Management (Hong Kong) Limited was approved by the board of directors to deal with the dissolution and liquidation matters. The liquidation process is currently in progress.
Note 2: President Securities Nominee Limited was liquidated in January, 2024.
163
President Securities Corporation
3. Rosters of Directors, Supervisors, and Presidents of PSC’s Subsidiaries
As of April 29, 2024
==> picture [465 x 537] intentionally omitted <==
----- Start of picture text -----
Holding Shares
Company Title Representative
Shares Shareholding Ratio
Chairman Huang, Yi-Ming
Director Lin, Kuan-Chen
PSC holds
Director Tsai, Sen-Bu 96.69%
63,817,303 shares
Director Yang , Kai-Chih
President Futures Co., Ltd Director Lin, Jung-Hui
President Wu, Huang-Chi 0 0%
Supervisor Yang, Ya-Ting 0 0%
PIDC holds
Supervisor Kuo, Kuan-Hung 1.00%
660,000 shares
Chairman Li, Fang-Kuo
PSC holds
Director Wu, Fang-Ling 100%
30,000,000 shares
President Capital Management Director Wu, Pai-Cheng
Corp.
President Liao, Wan-Ting 0 0%
PSC holds
Supervisor Pan, Lung-Ching
30,000,000 shares 100%
Director Lin, Kuan-Chen
President Securities (Hong PSC holds
Director An, Chi-Li 100%
Kong) Limited 192,600,000 shares
Director Tsai, Sen-Bu
Director Lin, Kuan-Chen
President Wealth Management PSC holds
Director An, Chi-Li 100%
(Hong Kong) Limited 23,400,000 shares
Director Tsai, Sen-Bu
Chairman & President Lu, Hsiang-Chung
President Insurance Agency Co., Director Yu, Hung-Chieh PSC holds
100%
Ltd. Director Chang, Hung-Shuo 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 Hou, James 30,000,000 shares
Supervisor Huang, Ya-Ping
----- End of picture text -----
164
2023 Annual Report
VIII. Other Disclosures
4. Operational Highlights of Affiliated Companies
==> picture [487 x 396] intentionally omitted <==
----- Start of picture text -----
As of December 31, 2023 Unit: thousands
Net
Total Total Total Operating Operating EPS
Company Currency Capital Income
Assets Liabilities Equity Revenue Income ($)
(Loss)
President
Futures Co., NTD 660,000 27,848,141 25,055,925 2,792,216 770,510 (109,853) 326,690 4.95
Ltd
President
Capital
NTD 300,000 343,593 33,145 310,448 90,814 3,304 5,705 0.19
Management
Corp.
President
Insurance
NTD 10,000 94,455 29,152 65,303 119,372 43,427 41,625 41.63
Agency Co.,
Ltd.
PSC Venture
Capital
Investment NTD 300,000 253,498 7,287 246,211 (12,071) (21,797) (21,287) (0.71)
Company
Limited
President
Securities
HKD 192,600 206,806 562 206,244 3 (11,353) (3,075) (0.016)
(Hong Kong)
Limited
President
Securities
HKD 1,000 394 0 394 0 0 0 0
Nominee
Limited
President
Wealth
Management HKD 23,400 15,428 0 15,428 0 (5) 46 0.002
(Hong Kong)
Limited
----- End of picture text -----
Note 1: Foreign exchange rates:
USD/NTD (2023 average) = 31.1755 ; USD/NTD (end of 2023) = 30.7050 HKD/NTD (2023 average) = 3.9820 ; HKD/NTD (end of 2023) = 3.9290 Note 2: President Securities Nominee Limited was liquidated in January, 2024.
B. Consolidated Financial Statements of Affiliated Companies
In 2023, 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 2023.
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.
165
President Securities Corporation
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 2024, our capital adequacy rate stood at 294%, 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 2.91% in 2023, ranked the 8th among domestic competitors. Average single branch market share was 0.10%, ranked the 5th among top 10 domestic 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.
166
2023 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.
167
President Securities Corporation
X. Financial Statements
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY FINANCIAL
STATEMENTS AND INDEPENDENT AUDITORS’
REPORT
DECEMBER 31, 2023 AND 2022
-----------------------------------------------------------------------------------------------------------------------------------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.
168
INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
PWCR23003603 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, 2023and 2022, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years than 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 the Company as at December 31, 2023 and 2022, and its parent company only financial performance and its parent company only cash flows for the years than 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 Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
169
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Company’s 2023 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only 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 Company’s 2023 parent company only financial statements are stated 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, 2023, the unlisted stocks without active market held by the Company totaled 307,448 thousand New Taiwan Dollars 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 Company was determined using the valuation method. Management measured its fair value by using comparable listed companies in market approach. The main assumption of market approach is calculated based on the latest related parameters 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 the Company. Thus, we have included the fair value measurement of unlisted stocks without active market as a key audit matter in our audit.
170
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 stocks;
-
2.Ascertained whether the measurement methods used by the management is 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 supporting documents.
Impairment indication assessment of investments accounted for under the equity method
Description
Please refer to Note 4(13) for accounting policies on investments accounted for under the equity method and its impairment, Note 5(2) for the uncertainty of accounting estimates and assumptions applied on asset impairment, and Note 6(10) for details of investments accounted for under the equity method.
The Company held 42.46% of equity of Uni-President Asset Management Corp. which was accounted for under the equity method, and the excess of the carrying amount over the share of the investee company’s net assets is mainly goodwill. As at December 31, 2023, the amount was 796,561 thousand New Taiwan Dollars. 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 the equity method as one of the matters of most significance to our audit.
171
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 and reviewed the achievement of the past financial forecast to assess its execution;
-
2.Assessed the reasonableness of expected future cash flows, discount rate and other significant assumptions applied in the cash flow model; and
-
3.Inspected valuation model parameters, formula setting and the accuracy of calculation.
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 Issuers, 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 the Company’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 the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the Company’s financial reporting process.
Auditors’ 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 auditors’ 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 the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
172
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 the Standards on Auditing of the Republic of China, we exercise professional judgement and professional skepticism throughout the audit. We also:
-
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. 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.
-
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 the Company’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 the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ 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 auditors’ report. However, future events or conditions may cause the Company 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 the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the parent company only audit. We remain solely responsible for our audit opinion.
173
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 parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ 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 Auditors
Lo, Chiao-Sen
For and on behalf of PricewaterhouseCoopers, Taiwan March 4, 2024
------------------------------------------------------------------------------------------------------------------------------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 independent auditors’ report are not intended for use by those who are not informed about the Standards on Auditing of 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.
174
PRESIDENT SECURITIES CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(3) 6(4) 6(5) 6(5) 6(6) 6(7) 6(2) 6(3) 6(10) 6(11) 6(12) 6(14) 6(15) 6(46) 6(16) |
December31,2023 AMOUNT % $3,057,640353,186,728443,078,680317,395,242151,982-1,476-9,247,1698451,397-475,705-1,475-19,083,359164,196-44,247-14,434-1,733,9921107,777,7229059,780-307,448-7,544,46272,460,2292126,293-184,153-229,816-129,269-1,004,224112,045,67410$119,823,396100 |
December31,2022 | December31,2022 |
|---|---|---|---|---|
AMOUNT$3,057,64053,186,7283,078,68017,395,2421,9821,4769,247,169451,397475,7051,47519,083,3594,19644,24714,4341,733,992107,777,72259,780307,4487,544,4622,460,229126,293184,153229,816129,2691,004,22412,045,674$119,823,396 |
AMOUNT$3,192,79424,015,2002,497,78210,533,22194,13672,3994,094,9081,159,5773,377,63076310,129,7554,71733,65416,6561,870,42861,093,62066,383294,8558,085,3452,413,110155,095266,302187,393103,6651,071,88812,644,036$73,737,656 |
% | ||
| 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 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 Non-current assets 122000 Financial assets at fair value through profit or loss - non-current 123200 Financial assets at fair value through other comprehensive income - non- current 124100 Investments accounted for under the 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 - non-current 120000 Total non-current assets 906001 Total Assets |
433314--625-14---2 |
|||
83 |
||||
-1113----2 |
||||
17 |
||||
100 |
(Continued)
175
PRESIDENT SECURITIES CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes 6(17) 6(18) 6(19) 6(20) 6(21) 6(22) 6(23) 6(45) 6(46) 6(24) 6(26) 6(26) 6(26)(27) |
December31,2023 AMOUNT % $6,944,759621,130,9341810,463,828919,140,50616921,09311,163,50411,632,0081860,210117,055,59714121-612,897-2,079,11825,224,0194232,902-55,596-76,207-87,593,2997315,507-66,037-17,915-81,146-180,605-87,773,9047314,558,3131291,261-3,959,12749,253,54682,752,93621,434,309132,049,49227$119,823,396100 |
December31,2022 | December31,2022 |
|---|---|---|---|---|
AMOUNT$6,944,75921,130,93410,463,82819,140,506921,0931,163,5041,632,008860,21017,055,597121612,8972,079,1185,224,019232,90255,59676,20787,593,29915,50766,03717,91581,146180,60587,773,90414,558,31391,2613,959,1279,253,5462,752,9361,434,30932,049,492$119,823,396 |
AMOUNT$275,0005,827,4319,156,0846,965,4241,809,3561,809,9621,806,591269,02910,730,64529743,5181,443,0382,784,086128,43165,65372,00643,886,28315,41882,23111,31723,315132,28144,018,56414,558,31391,2613,877,8499,090,989816,9331,283,74729,719,092$73,737,656 |
% | ||
| 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 Non-current liabilities 225100 Non-current provisions 226000 Non-current lease liabilities 228000 Deferred tax liability 229000 Other liabilities - non-current 220000 Total non-current 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 |
-81210332-15-124--- |
|||
60 |
||||
---- |
||||
- |
||||
60 |
||||
20-51212 |
||||
40 |
||||
100 |
176
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars, earnings per share)
| Items | YearendedDecember31 2023 2022 Notes AMOUNT % AMOUNT % 6(28) $2,795,31632$2,382,066456(29) 104,284186,465255,919138,15016(30) 2,321,55427 (3,250,617) (62)91,731188,78826(31) 1,366,09616940,469183,662,012421,274,795246(32) 1,746,34420 (916,440) (17)6(33) (60,644 ) (1)482,27196(34) (1,376,328 ) (16)1,381,017266(35) (143,436 ) (2)--(295,958 ) (3)546,571108,683-11,799-6(36) (221,645 ) (2)1,473,9842834,079-43,53216(37) (1,816,523 ) (21)123,40826(38) (17,076 )-21,97316(39) 424,3095545,860108,678,7171005,274,0911006(40) (410,560 ) (5) (364,342) (7)(8,484 )- (9,634)-6(41) (873,831 ) (10) (163,518) (3)(98 )- (84)-(20,873 )- (21,420) (1)(492 )- (2)-6(42) (2,772,591 ) (32) (2,141,940) (41)6(43) (275,701 ) (3) (224,108) (4)6(44) (1,877,364 ) (22) (1,636,888) (31)(6,239,994 ) (72) (4,561,936) (87)2,438,72328712,155136(10) 455,691532,39416(45) 225,3583168,13333,119,77236912,682176(46) (240,821 ) (3) (183,314) (3)$2,878,95133$729,36814(Continued) |
|---|---|
| 400000 Revenues 401000 Brokerage handling fee revenue 404000 Revenues from underwriting business 406000 Net gain (loss) on wealth management 410000 Net gain (loss) on sale of trading securities 421100 Revenue from providing agency service for stock affairs 421200 Interest revenue 421300 Dividend revenue 421500 Net valuation gain (loss) on operating securities at fair value through profit or loss 421600 Net gain (loss) on covering of borrowed securities and bonds with resale agreements-short sales 421610 Net valuation gain (loss) on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss 421750 Net realized gain (loss) on financial liabilities measured at fair value through other comprehensive income 422000 Net gain (loss) on issuance of ETNs 422100 Administrative and handling fee revenues from issuance of ETNs 422200 Net gain (loss) from issuance of call (put) warrants 424100 Future commission revenue 424400 Net gain (loss) from derivatives 425300 Expected credit impairment loss and reversal of impairment gain 428000 Other operating income Total revenue 500000 Expenditures and expenses 501000/ 502000/ 503000 Handling charges 507000 ETNs administrative expenses 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 Operating profit 601100 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) benefit 902005Net income |
177
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars, earnings per share)
| Items | YearendedDecember31 2023 2022 Notes AMOUNT % AMOUNT % ( $161,720 ) (2) $99,79626(3) 108,9751 (74,826) (2)(27,736 )-9,882-6(46) 32,344- (19,959)-(59,037 ) (1)168,8193126,3972 (126,051) (2)$19,223-$57,6611$2,898,17433$787,029156(47) $1.98$0.50$1.97$0.50 |
|---|---|
| Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 805510 Gain (loss) on remeasurements of defined benefit plan 805540 Net unrealised gain (loss) from investments in equity instruments at fair value through other comprehensive income 805560 Other comprehensive income (loss) of subsidiaries, associates, and joint ventures accounted for under the equity method - not reclassified to profit or loss 805599 Income tax (expense) benefit relating to components of other comprehensive income that will not be reclassified to profit or loss Items may be reclassified to profit of loss subsequently 805610 Translation gain (loss) on the financial statements of foreign operating entities 805615 Net unrealised gain (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 (loss) Earnings per share 975000 Basic earnings (loss) per share (in dollars) 985000 Diluted earnings (loss) per share (in dollars) |
178
PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| For the year ended December 31, 2022 Balance at January 1, 2022 Net income for the year ended December 31, 2022 Other comprehensive income (loss) for the year ended December 31, 2022 Total comprehensive income (loss) Appropriations of 2021 earnings: Legal reserve Special reserve Cash dividends Balance at December 31, 2022 For the year ended December 31, 2023 Balance at January 1, 2023 Net income for the year ended December 31, 2023 Other comprehensive income (loss) for the year ended December 31, 2023 Total comprehensive income (loss) Appropriations of 2022 earnings Legal reserve Special reserve Cash dividends Balance at December 31, 2023 |
Notes | Commonstock | Capital reserve | RetainedEarnings | Otherequityinterest | Otherequityinterest | 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 |
|||||||||||
| 6(26) 6(26) |
$14,558,313------$14,558,313$14,558,313------$14,558,313 |
$91,261------$91,261$91,261------$91,261 |
$3,487,748---390,101--$3,877,849$3,877,849---81,278--$3,959,127 |
$8,314,199----776,790-$9,090,989$9,090,989----162,557-$9,253,546 |
$3,922,562729,36883,415812,783(390,101 )(776,790 )(2,751,521 )$816,933$816,9332,878,951(131,339 )2,747,612(81,278 )(162,557 )(567,774 )$2,752,936 |
($65,809 )-168,819168,819---$103,010$103,010-(59,037 )(59,037 )---$43,973 |
$1,375,310-(194,573 )(194,573 )---$1,180,737$1,180,737-209,599209,599---$1,390,336 |
$31,683,584729,36857,661787,029--(2,751,521 )$29,719,092$29,719,0922,878,95119,2232,898,174--(567,774 )$32,049,492 |
The accompanying notes are an integral part of these parent company only financial statements.
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PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2023 AND 2022
(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 Net valuation (gain) loss on operating securities at fair value through profit or loss Net valuation (gain) loss on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss Expected credit impairment loss and reversal of impairment gain Depreciation Amortization Financial expense Interest income (include financial income) Dividend income Share of profit of subsidiaries, associates and joint ventures accounted for under the equity method (Gain) loss on disposal of property and equipment (Gain) loss on disposal of investments (Gain) loss from lease modification (Gain) loss on valuation of non-operating financial instruments 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 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 Financial liabilities at fair value through profit or loss Bonds sold under repurchase agreements 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 |
Year ended December 31 Notes 2023 2022 $3,119,772 $912,6826(2)(32) (1,746,344 )916,4406(34) 1,376,328 (1,381,017 )6(38) 17,996 (20,627 )6(43) 209,372179,0266(43) 66,32945,0826(41) 873,831163,5186(31)(45) (1,433,328 ) (976,711 )(3,674,590 ) (1,283,723 )6(10) (455,691 ) (32,394 )6(12) 12-(228 )-(1 ) (98 )6(45) (1,891 ) (1,575 )(27,416,224 )8,353,180(356,049 ) (2,259,620 )-27,401(6,880,485 )7,830,64892,154 (64,206 )70,923 (47,466 )(5,152,261 ) (2,512,915 )708,180 (758,558 )2,901,925 (1,940,335 )(712 ) (293 )(8,795,235 )6,452,77852175(10,593 ) (12,595 )(1,784 ) (2,352 )136,4366,121,892(68,584 )2,365,36612,175,082 (2,677,616 )(888,263 )606,769(646,458 )250,800(174,583 ) (162,616 )591,181171,0336,269,564 (6,753,787 )92 (452 )(130,621 ) (4,996,332 )630,524 (1,058,011 )2,439,933 (2,199,053 )4,201 (1,088 ) |
|---|---|
(Continued)
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PRESIDENT SECURITIES CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2023 AND 2022
(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 Investments accounted for under the equity method Acquisition of property and equipment Acquisition of intangible assets (Increase) decrease in other non-current assets (Increase) decrease in prepayment for equipment Proceeds from disposal of investments accounted for using equity method Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in short-term loans Increase (decrease) in commercial papers payable Increase (decrease) in other non-current liabilities Payments of lease liabilities Interest paid Distribution of cash dividends Net cash flows from (used in) financing activities Effect of exchange rate changes on cash and cash equivalents Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Year ended December 31 Notes 2023 2022 ( $26,149,569 ) $5,253,2501,263,762986,1044,510,0951,581,926(123,012 ) (640,299 )(20,498,724 )7,180,981- (656,781 )6(11) (62,239 ) (92,318 )6(15) (23,205 ) (41,626 )(45,245 )65,734(114,974 ) (179,610 )61,882-(183,781 ) (904,601 )6,669,759 (315,000 )15,320,000 (2,820,000 )(2,470 ) (104 )(68,646 ) (67,984 )(812,273 ) (147,935 )6(28) (567,774 ) (2,751,521 )20,538,596 (6,102,544 )8,755 (64,000 )(135,154 )109,8363,192,7943,082,958$3,057,640 $3,192,794 |
|---|---|
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PRESIDENT SECURITIES CORPORATION
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
(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, 2023, 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 1,439 and 1,463, as of December 31, 2023 and 2022, respectively.
-
THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE FINANCIAL
STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These parent company only financial statements were authorized for issuance by the Board of Directors on March 4, 2024.
- APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS 1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS[®] ”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments that came into effect as endorsed by FSC and became effective from 2023 are as follows:
| by the Financial Supervisory Commission (“FSC”) New standards, interpretations and amendments that came into effect and became effective from 2023 are as follows: |
as endorsed by FSC |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Amendments to IAS 1, ‘Disclosure of accounting policies’ Amendments to IAS 8, ‘Definition of accounting estimates’ Amendments to IAS 12, ‘Deferred tax related to assets and liabilities arising from a single transaction’ Amendments to IAS 12, ‘International tax reform - pillar two model rules’ |
January 1, 2023 January 1, 2023 January 1, 2023 May 23, 2023 |
182
The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
- 2) Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments endorsed by the FSC and will become effective from 2024 are as follows:
| effective from 2024 are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective date by International Accounting Standards Board |
| Amendments to IFRS 16, ‘Lease liability in a sale and leaseback’ Amendments to IAS 1,‘Classification of liabilities as current or non- current’ Amendments to IAS 1, ‘Non-current liabilities with covenants’ Amendments to IAS 7 and IFRS 7,‘Supplier finance arrangements’ |
January 1, 2024 January 1, 2024 January 1, 2024 January 1, 2024 |
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) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:
| FRS Accounting Standards as endorsed by the FSC are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ IFRS 17, ‘Insurance contracts’ Amendments to IFRS 17,‘Insurance contracts’ Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 – comparative information’ Amendments to IAS 21, ‘Lack of exchangeability’ |
Effective date by International Accounting Standards Board |
| To be determined by International Accounting Standards January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2025 |
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 principal accounting policies applied in the preparation of the Company’s financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
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
183
“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 that came into effect 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:
-
(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.
-
184
-
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.
-
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.
-
-
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 recognized 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 maturing within one year that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.
185
-
6) Financial assets 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.
-
C. At initial recognition, the Company measures the financial assets at fair value and recognizes the transaction costs in profit or loss. The Company subsequently measures the financial assets at fair value and recognizes the gain or loss in profit or loss.
-
D. The Company recognizes 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 recognize 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.
-
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 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 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 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.
-
-
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.
186
-
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 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 Company recognizes the impairment provision for lifetime ECLs.
-
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.
187
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 recognized at cost.
-
B. Unrealized 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 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 a subsidiary equals or exceeds its interest in the subsidiary, including any other unsecured receivables, the Company does not recognize 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 recognized at cost.
-
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 recognize 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 all changes in equity of the associate in ‘capital surplus’ in proportion to its ownership.
-
G. Unrealized gains on transactions between the Company and its associates are eliminated to the extent of the Company’s interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the
188
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 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.
189
- 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:
| Buildings Equipment Leasehold improvements |
Useful lives 5~50 years 3~10 years 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
-
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.
-
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.
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-
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 costs 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 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
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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. 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.
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 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.
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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 collection; underwriting fees and service charges are recognized when the contract is completed.
193
-
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 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) and does not give rise to equal taxable and deductible temporary differences. 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.
-
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
194
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; 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
195
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 the equity method When there are impairment indicators that show the investments accounted for under the equity method are impaired and the carrying amount can no longer be recovered, the Company will assess the impairment of the investment. The Company assesses 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 rate, operating profit margin, net profit margin, financial forecast, and discount rate.
196
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
| rates. TAILS OF SIGNIFICANT ACCOUNTS Cash and cash equivalents |
||
|---|---|---|
| Checking deposits Current deposits: Deposits denominated in NTD Deposits denominated in foreign currencies Time deposits Total |
December 31,2023 605,453 $ 533,136 657,601 1,261,450 3,057,640 $ |
December 31,2022 |
| 497,806 $ 318,771 1,154,652 1,221,565 |
||
| 3,192,794 $ |
As of December 31, 2023 and 2022, the annual interest rates of time deposits, including foreign time deposits were 0.555% ~ 5.500%, 0.335% ~ 5.150%, respectively.
2) Financial assets at fair value through profit or loss
| December 31,2023 | December 31,2022 | |||||
|---|---|---|---|---|---|---|
| Current items: | ||||||
| Financial assets mandatorily measured at fair value | ||||||
| through profit or loss: | ||||||
| Security lending | ||||||
| Security lending | $ | 89,389 |
$ | 208 |
||
| Adjustment of security lending | ( | 1,613) | ( | 45) | ||
| Subtotal | 87,776 | 163 | ||||
| Open-ended funds, money market instruments and | ||||||
| securities investment by brokers | ||||||
| Open-ended mutual funds beneficiary certificates | 125,000 | 106,313 | ||||
| Adjustment of open-ended funds, money | ||||||
| market instruments and securities investment | ||||||
| by brokers | 3,836 | ( | 3,084) | |||
| Total | 128,836 | 103,229 |
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| 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 Subtotal Adjustment of trading securities - underwriter Total Trading securities-hedging Listed (TSE and OTC) stocks Convertible corporate bonds 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 31,2023 December 31,2022 6,431,803 $ 2,701,353 $ 1,693,534 850,036 4,054,695 1,575,767 1,358,491 487,753 245,069 140,220 12,233,618 3,760,350 2,572,774 2,375,510 2,052 2,042 28,592,036 11,893,031 722,972 34,500) ( 29,315,008 11,858,531 95,604 2,122 602,696 728,535 698,300 730,657 175,242 58,520 873,542 789,177 8,028,344 2,758,422 9,315,389 3,371,436 100,000 - 15,694 24,283 104,122 190,309 15,141 7,320 17,578,690 6,351,770 527,952 287,674) ( 18,106,642 6,064,096 91 8,893 4,674,005 5,186,074 829 5,037 53,186,728 $ 24,015,200 $ December 31,2023 December 31,2022 49,829 $ 49,779 $ 435 2,609 50,264 52,388 9,516 13,995 59,780 $ 66,383 $ |
|---|---|
-
a. For the years ended December 31, 2023 and 2022, net realized and unrealized gains (losses) on financial assets and liabilities at fair value through profit or loss amounted to $305,438 and ($148,007), 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.
198
-
c. Information relating to credit risk is provided in Note 12(2).
-
3) Financial assets at fair value through other comprehensive income
| Current items: Equity instruments Trading securities-dealer Listed (TSE and OTC) stocks Adjustment of trading securities - dealer Subtotal Debt instruments Trading securities-dealer Overseas bonds Adjustment of trading securities - dealer Subtotal Total Non-current items: Equity instruments Unlisted stocks Adjustment of trading securities Total |
December 31,2023 December 31,2022 189,812 $ 189,812 $ 205,719 109,338 395,531 299,150 2,681,326 2,317,088 1,823 118,456) ( 2,683,149 2,198,632 3,078,680 $ 2,497,782 $ December 31,2023 December 31,2022 6,449 $ 6,449 $ 300,999 288,406 307,448 $ 294,855 $ |
|---|---|
- a. The Company has elected to classify stock investments that are considered to be strategic investments or stably receiving dividends as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $702,979 and $594,005 as at December 31, 2023 and 2022, respectively.
| a. The Company has elected to classify stock investments that are considered to be strategic investments or stably receiving dividends as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $702,979 and $594,005 as at December 31, 2023 and 2022, respectively. |
a. The Company has elected to classify stock investments that are considered to be strategic investments or stably receiving dividends as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $702,979 and $594,005 as at December 31, 2023 and 2022, respectively. |
a. The Company has elected to classify stock investments that are considered to be strategic investments or stably receiving dividends as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $702,979 and $594,005 as at December 31, 2023 and 2022, respectively. |
a. The Company has elected to classify stock investments that are considered to be strategic investments or stably receiving dividends as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $702,979 and $594,005 as at December 31, 2023 and 2022, respectively. |
a. The Company has elected to classify stock investments that are considered to be strategic investments or stably receiving dividends as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $702,979 and $594,005 as at December 31, 2023 and 2022, 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: Equity instruments at fair value through other comprehensive income Year ended December 31,2023 Year ended December 31,2022 Fair value change recognized in other comprehensive income 108,975 $ 74,826) ($ Dividend income recognised in profit or loss Held at end of period 14,379 $ 14,439 $ Debt instruments at fair value through other comprehensive income Year ended December 31,2023 Year ended December 31,2022 Fair value change recognized in other comprehensive income 126,397 $ 126,051) ($ Cumulative other comprehensive income reclassified to profit or loss Interest income recognized in profit or loss 95,230 $ 26,163 $ |
||||
| Fair value change recognized 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 |
108,975 $ 14,379 $ Year ended December 31,2023 |
74,826) ($ 14,439 $ Year ended December 31,2022 |
||
| Fair value change recognized in other comprehensive income Cumulative other comprehensive income reclassified to profit or loss Interest income recognized in profit or loss |
126,397 $ 95,230 $ |
126,051) ($ 26,163 $ |
-
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).
199
4) Margin loans receivable
Margin loans receivable were secured by the securities purchased by customers under margin loans. The annual interest rate was 6.4%.
5) Accounts receivable
| Accounts receivable | ||||
|---|---|---|---|---|
| December 31,2023 | December 31,2022 | |||
| Accounts receivable - related parties | $ | 4,196 | $ | 4,717 |
| Accounts receivable - non related parties | ||||
| Settlement price receivable-brokers | $ | 13,698,197 |
$ | 8,317,064 |
| Settlement price receivable-dealer | 1,473,114 |
87,067 | ||
| Settlement price receivable-foreign bonds | 916,071 | 757,711 | ||
| Spot exchange receivable, foreign currencies | 37,393 | 47,624 | ||
| Interest receivable | 478,227 | 315,061 | ||
| Settlement price | 1,780,200 | 438,735 | ||
| Others | 700,798 | 167,152 | ||
| Subtotal | 19,084,000 | 10,130,414 | ||
| Less: Allowance for uncollectible accounts | ( | 641) | ( | 659) |
| Total | $ | 19,083,359 | $ | 10,129,755 |
- A. The ageing analysis of accounts receivable that were past due but not impaired is as follows:
| follows: | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Accounts receivable Accounts receivable -related parties Accounts receivable - non related parties Total Accounts receivable Accounts receivable -related parties Accounts receivable - non related parties Total |
December 31,2023 | Total | ||||||||||
| Upto 30 days | 31 to 90 days | 91 to 180 days |
181 days to 12 months |
More than 12 months |
||||||||
| 3,767 $ 18,623,460 18,627,227 $ |
429 $ 119,962 120,391 $ |
- $ - $ 151,182 122,488 151,182 $ 122,488 $ December 31,2022 |
- $ 66,908 66,908 $ |
4,196 $ 19,084,000 19,088,196 $ Total |
||||||||
| Upto 30 days | 31 to 90 days | 91 to 180 days |
181 days to 12 months |
More than 12 months |
||||||||
| 4,717 $ 9,825,908 9,830,625 $ |
- $ 46,581 46,581 $ |
- $ 52,096 52,096 $ |
- $ 95,860 95,860 $ |
- $ 109,969 109,969 $ |
4,717 $ 10,130,414 10,135,131 $ |
Note : The above ageing analysis was based on invoice date.
B. Information related to credit risk is provided in Note 12(2).
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6) Other receivables
| Other receivables | ||
|---|---|---|
| Interest receivable Others Total |
December 31,2023 7,029 $ 7,405 14,434 $ |
December 31,2022 |
| 11,035 $ 5,621 |
||
| 16,656 $ |
Information relating to credit risk is provided in Note 12(2).
7) Other current assets
| Other current assets | ||
|---|---|---|
| Pending settlements Pledged time deposits Deposits-in for foreign currency securities Underwriting share proceeds collected on behalf of customers Amounts held for each customer in the account Others Total |
December 31,2023 282,289 $ 400,000 47,264 90,245 860,210 53,984 1,733,992 $ |
December 31,2022 |
| 113,139 $ 400,000 808,290 249,404 269,029 30,566 |
||
| 1,870,428 $ |
8) 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:
| iabilities are analysed below: | iabilities are analysed below: | |
|---|---|---|
| December31,2023 | ||
| 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 |
Carrying amount of related financial liabilities |
| 17,723,768 $ 2,651,447 |
16,573,700 $ 2,566,806 |
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| December31,2022 | December31,2022 | 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 |
|
| 4,814,535 $ 2,198,632 |
4,738,787 $ 2,226,637 |
9) 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)
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B. The offsetting of financial assets and financial liabilities are set as follows: (1) Financial assets
| December 31, | 2023 | ||||
|---|---|---|---|---|---|
| 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 829 $ - $ - $ Not set off in the balance sheet Net amount |
|
| 829 $ |
- $ |
829 $ |
| December 31, | 2022 | ||||
|---|---|---|---|---|---|
| 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 5,037 $ - $ - $ Not set off in the balance sheet Net amount |
|
| 5,037 $ |
- $ |
5,037 $ |
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(2) Financial liabilities
December 31, 2023
| Derivative financial instruments Bonds sold under 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 829 $ - $ 13,998,281 - 13,999,110 $ - $ Not set off in the balance sheet |
Net amount | ||||
|---|---|---|---|---|---|---|---|---|---|
| Financial instruments |
|||||||||
| 33,039 $ 13,998,281 14,031,320 $ |
- $ - - $ |
33,039 $ 13,998,281 14,031,320 $ |
829 $ 13,998,281 13,999,110 $ |
32,210 $ - |
|||||
| 32,210 $ |
| December 31,2022 | December 31,2022 | December 31,2022 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Derivative financial instruments Bonds sold under 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 5,037 $ - $ 4,718,843 - 4,723,880 $ - $ Not set off in the balance sheet |
Net amount | ||||
| Financial instruments |
|||||||||
| 8,320 $ 4,718,843 4,727,163 $ |
- $ - - $ |
8,320 $ 4,718,843 4,727,163 $ |
5,037 $ 4,718,843 4,723,880 $ |
3,283 $ - |
|||||
| 3,283 $ |
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10) Investments accounted for under the equity method
| Investments accounted for under the equity method | ||
|---|---|---|
| Subsidiaries President Futures Corp. President Securities (HK) Ltd. President Wealth Management (HK) Ltd. President Securities (Nominee) Ltd. President Capital Management Corp. President Insurance Agency Corp. PSC Venture Capital Investment Limited Company Associates Uni-President Asset Management Corp. Jin Yuan President Securities Co., Ltd. |
December 31,2023 2,699,883 $ 810,334 - - 310,452 65,304 246,211 4,132,184 796,561 2,615,717 7,544,462 $ |
December 31,2022 |
| 2,547,290 $ 1,334,862 60,574 1,552 304,894 57,181 267,501 |
||
| 4,573,854 | ||
| 747,473 2,764,018 |
||
| 8,085,345 $ |
-
A. The Company’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, 2023 and 2022 were $455,691 and $32,394, respectively.
-
B. Subsidiary President Securities (HK) Ltd., President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. were approved by the board of directors in March 2022 to deal with the dissolution and liquidation matters, and the liquidation process are all currently in progress, of which President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. had remitted all funds on account on April 27, 2023, for the subsequent liquidation process.
-
C. The Company holds 42.46% of the equity of Uni-President Asset Management Corp., making it the single largest shareholder of the company, while the other equity is mainly held by the other 19 shareholders. Half of the voting rights of the shareholders attending the shareholders’ meeting exceeds the voting rights of the Company, and the Company does not take an active role in the management of the company. This shows that the Company has no actual ability to direct relevant activities. The Company has no control over Uni-President Asset Management Corp., but has significant influence over it.
-
D. Details of information of subsidiaries are provided in Note 4(3) of consolidated financial statements.
-
E. The financial information of the Company’s principal associates is summarized as follows:
| (a) The basic information | of the associate that are | of the associate that are | material to the | Company | is as follows: |
|---|---|---|---|---|---|
| Principal place | Nature of | Methods of | |||
| Companyname | of businesss | Shareholdingratio | relationship | measurement | |
| December 31, | December 31, | ||||
| 2023 | 2022 | ||||
| Uni-President Asset Management Corp. |
Taipei city | 42.46% | 42.46% | Associate | Equity method |
| Jin Yuan President Securities Co., Ltd. (Note) |
Xiamen | 49% | 49% | Associate | Equity method |
Note: The company participated in the cash capital increase of Jin Yuan President Securities Co., Ltd.�
in proportion to its shareholdings in the third quarter of 2022.
205
- (b) The summarized financial information of the associate that are material to the Company is as follows:
Balance sheet
Uni-President Asset Management Corp.
| follows: Balance sheet |
Uni-President Asset Management Corp. | Uni-President Asset Management Corp. | Uni-President Asset Management Corp. |
|---|---|---|---|
| Current assets Non-current assets Current liabilities Non-current liabilities Total net assets Share in associte's net assets Goodwill and others Carrying amount of the associate Current assets Non-current assets Current liabilities Non-current liabilities Total net assets Share in associte's net assets Carrying amount of the associate Statement of comprehensive income Revenue: Profit for the period from continuing operations Other comprehensive income (loss)- net of tax Total comprehensive income (loss) Dividends received from associates Revenue: Loss for the period from continuing operations Total comprehensive loss |
December 31,2023 December 31,2022 1,132,776 $ 944,707 $ 822,436 784,976 443,166) ( 334,677) ( 58,583) ( 57,145) ( 1,453,463 $ 1,337,861 $ 617,189 $ 568,101 $ 179,372 179,372 796,561 $ 747,473 $ December 31,2023 December 31,2022 5,641,883 $ 6,937,077 $ 243,503 233,398 487,824) ( 1,491,521) ( 59,363) ( 38,100) ( 5,338,199 $ 5,640,854 $ 2,615,717 $ 2,764,018 $ 2,615,717 $ 2,764,018 $ Jin Yuan President Securities Co.,Ltd. Year ended December 31,2023 Year ended December 31,2022 1,589,484 $ 1,269,129 $ 526,229 $ 435,683 $ 15,577) ( 4,577 510,652 $ 440,260 $ 167,751 $ 199,648 $ Year ended December 31,2023 Year ended December 31,2022 462,028 $ 119,529 $ 212,561) ($ 577,258) ($ 212,561) ($ 577,258) ($ Uni-President Asset Management Corp. Jin Yuan President Securities Co.,Ltd. |
||
| Year ended December 31,2023 |
|||
| 462,028 $ 212,561) ($ 212,561) ($ |
119,529 $ 577,258) ($ 577,258) ($ |
206
11) Property and equipment
| ) Property and equipment | ||||||||
|---|---|---|---|---|---|---|---|---|
| January1 | Year ended December 31,2023 | |||||||
| Land | Buildings | Equipment | Leasehold improvements |
Total | ||||
| Cost Accumulated depreciation and impairment Total January 1 Additions Disposal Reclassifications Depreciation December 31, 2023 December 31,2023 |
1,573,570 $ - 1,573,570 $ 1,573,570 $ - - 57,922 - 1,631,492 $ Land |
1,050,881 $ 478,762) ( 572,119 $ 572,119 $ 670 - 25,340 37,701) ( 560,428 $ Buildings |
374,947 $ 115,969) ( 258,978 $ 258,978 $ 60,221 12) ( 37,079 95,144) ( 261,122 $ Equipment |
22,559 $ 14,116) ( 8,443 $ 8,443 $ 1,348 - 681 3,285) ( 7,187 $ Leasehold improvements |
3,021,957 $ 608,847) ( 2,413,110 $ 2,413,110 $ 62,239 12) ( 121,022 136,130) ( 2,460,229 $ Total |
|||
| Cost Accumulated depreciation and impairment Total January1 |
1,631,492 $ - 1,631,492 $ |
1,087,437 $ 442,860 $ 16,486 $ 527,009) ( 181,738) ( 9,299) ( 560,428 $ 261,122 $ 7,187 $ Year ended December 31,2022 |
3,178,275 $ 718,046) ( 2,460,229 $ |
|||||
| Land | Buildings | Equipment | Leasehold improvements |
Total | ||||
| Cost Accumulated depreciation and impairment Total January 1 Additions Reclassification Depreciation December 31, 2022 December 31,2022 |
1,573,570 $ - 1,573,570 $ 1,573,570 $ - - - 1,573,570 $ Land |
1,022,169 $ 450,583) ( 571,586 $ 571,586 $ 2,015 34,027 35,509) ( 572,119 $ Buildings |
212,540 $ 93,913) ( 118,627 $ 118,627 $ 88,922 118,345 66,916) ( 258,978 $ Equipment |
17,818 $ 10,331) ( 7,487 $ 7,487 $ 1,381 3,360 3,785) ( 8,443 $ Leasehold improvements |
2,826,097 $ 554,827) ( 2,271,270 $ 2,271,270 $ 92,318 155,732 106,210) ( 2,413,110 $ Total |
|||
| Cost Accumulated depreciation and impairment Total |
1,573,570 $ - 1,573,570 $ |
1,050,881 $ 478,762) ( 572,119 $ |
374,947 $ 115,969) ( 258,978 $ |
22,559 $ 14,116) ( 8,443 $ |
3,021,957 $ 608,847) ( 2,413,110 $ |
- A. No interest was capitalized for property and equipment for the years ended December 31, 2023 and 2022.
B. The information on property and equipment pledged or restricted as of December 31, 2023 and 2022 is described in Note 8.
207
- 12) Leasing arrangements lessee
-
A. The Company 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 Buildings Transportation equipment (Business vehicles) Office equipment (Photocopiers) Total |
December 31,2023 CarryingAmount 109,330 $ 12,975 3,988 126,293 $ Year ended December 31,2023 |
December 31,2022 CarryingAmount 135,919 $ 13,098 6,078 155,095 $ Year ended December 31,2022 |
||
|---|---|---|---|---|
| Depreciation charge | Depreciation charge | |||
| 63,437 $ 5,535 2,226 71,198 $ |
63,056 $ 5,495 2,165 70,716 $ |
-
C. For the years ended December 31, 2023 and 2022, the additions to right-of-use assets amounted to $42,469 and $44,048, respectively.
-
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 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| 990 $ 7,541 116 |
1,131 $ 4,241 100 |
-
E. For the years ended December 31, 2023 and 2022, the Company’s total cash outflow for leases amounted to $77,293 and $73,456, respectively.
-
13) Leasing arrangements – lessor
-
A. The Company leases various assets including office and parking space. Rental contracts are typically made for periods of 1 to 5 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
-
B. For the years ended December 31, 2023 and 2022, the Company recognized rent income in the amount of $21,926 and $24,436, respectively, based on the operating lease agreement, which does not include variable lease payments.
208
C. The maturity analysis of the lease payments under the operating leases is as follows:
| 2023 2024 2025 2026 2027 After 2028 Total |
December 31,2023 | December 31,2022 | ||
|---|---|---|---|---|
| - $ 6,390 2,564 2,528 2,420 1,637 15,539 $ |
24,585 $ 10,547 - - - - 35,132 $ |
14) Investment property
| ) Investment property | ||
|---|---|---|
| January1 | Year ended December 31,2023 | |
| Land Buildings Total 198,099 $ 107,076 $ 305,175 $ - 38,873) ( 38,873) ( 198,099 $ 68,203 $ 266,302 $ 198,099 $ 68,203 $ 266,302 $ 57,923) ( 22,182) ( 80,105) ( - 2,044) ( 2,044) ( 140,176 $ 43,977 $ 184,153 $ Land Buildings Total 140,176 $ 72,533 $ 212,709 $ - 28,556) ( 28,556) ( 140,176 $ 43,977 $ 184,153 $ Year ended December 31,2022 |
||
| Cost Accumulated depreciation and impairment Total January 1 Reclassifications Depreciation December 31 December 31 |
||
| Cost Accumulated depreciation and impairment Total January1 |
||
| Land Buildings Total 198,099 $ 107,076 $ 305,175 $ - 36,773) ( 36,773) ( 198,099 $ 70,303 $ 268,402 $ 198,099 $ 70,303 $ 268,402 $ - 2,100) ( 2,100) ( 198,099 $ 68,203 $ 266,302 $ Land Buildings Total 198,099 $ 107,076 $ 305,175 $ - 38,873) ( 38,873) ( 198,099 $ 68,203 $ 266,302 $ |
||
| Cost Accumulated depreciation and impairment Total January 1 Depreciation December 31 December 31 |
||
| Cost Accumulated depreciation and impairment Total |
209
-
A. For the years ended December 31, 2023 and 2022, rental income from the lease of the investment property were $13,189 and $16,661, respectively, and direct operating expenses arising from the investment property were $3,550 and $3,667, respectively.
-
B. Details of fair value of investment property are provided in Note 12(5).
-
15) Intangible assets
| January1 | Year ended December 31,2023 | Year ended December 31,2023 | ||||
|---|---|---|---|---|---|---|
| Computer software |
Goodwill | |||||
| Cost Accumulated amoritization and impairment Total January 1 Additions Reclassifications Amortization December 31 December 31 |
215,358 $ 70,012) ( 145,346 $ 145,346 $ 23,205 85,547 66,311) ( 187,787 $ Computer software |
42,004 $ - 42,004 $ 42,004 $ - - - 42,004 $ Goodwill |
||||
| Cost Accumulated amoritization and impairment Total January1 |
310,088 $ 122,301) ( 187,787 $ |
|||||
| Computer software |
Goodwill | Customer relationships and others Total 54,260 $ 243,212 $ 54,199) ( 97,522) ( 61 $ 145,690 $ 61 $ 145,690 $ - 41,626 - 45,159 18) ( 45,082) ( 43 $ 187,393 $ |
||||
| Cost Accumulated amoritization and impairment Total January 1 Additions Reclassifications Amortization December 31 |
146,948 $ 43,323) ( 103,625 $ 103,625 $ 41,626 45,159 45,064) ( 145,346 $ |
42,004 $ - 42,004 $ 42,004 $ - - - 42,004 $ |
210
| December 31 | Computer software |
Goodwill | Customer relationships and others Total 54,260 $ 311,622 $ 54,217) ( 124,229) ( 43 $ 187,393 $ |
|
|---|---|---|---|---|
| Cost Accumulated amoritization and impairment Total |
215,358 $ 70,012) ( 145,346 $ |
42,004 $ - 42,004 $ |
-
A. No interest was capitalized for intangible assets for the years ended December 31, 2023 and 2022.
-
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 were all allocated to the Company’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:
| follows: | ||||
|---|---|---|---|---|
| Growth rate Discount rate |
Brokerage Segment Year ended December 31,2023 |
Brokerage Segment Year ended December 31,2022 |
||
| 0.00% 12.68% |
0.00% 13.26% |
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.
16) Other non-current assets
| Operation guaranteed deposits Clearing and settlement fund Refundable deposits Net defined benefit assets Prepayment for equipment Overdue receivables Others Subtotal Less: Allowance for uncollectible accounts Total |
December 31,2023 505,000 $ 197,244 253,977 - 45,503 1,965 2,500 1,006,189 1,965) ( 1,004,224 $ |
December 31,2022 505,000 $ 214,883 216,519 75,993 56,993 8,224 2,500 1,080,112 8,224) ( 1,071,888 $ |
|---|---|---|
211
17) Short-term loans
| As of December 31, 2023 and 2022, the interest rates of short-term loans, rates were 1.650% ~ 5.910% and 1.700% respectively. December 31,2023 Unsecured loans 6,944,759 $ |
including foreign interest December 31,2022 275,000 $ |
|---|---|
| 18) Commercial papers payable | ||||
|---|---|---|---|---|
| December 31,2023 | December 31,2022 | |||
| Face value | $ | 21,150,000 |
$ | 5,830,000 |
| Less: Discount on commercial papers payable | ( | 19,066) | ( | 2,569) |
| Total | $ | 21,130,934 | $ | 5,827,431 |
| December 31,2023 December 31,2022 Face value 21,150,000 $ 5,830,000 $ Less: Discount on commercial papers payable 19,066) ( 2,569) ( Total 21,130,934 $ 5,827,431 $ |
December 31,2023 December 31,2022 Face value 21,150,000 $ 5,830,000 $ Less: Discount on commercial papers payable 19,066) ( 2,569) ( Total 21,130,934 $ 5,827,431 $ |
December 31,2023 December 31,2022 Face value 21,150,000 $ 5,830,000 $ Less: Discount on commercial papers payable 19,066) ( 2,569) ( Total 21,130,934 $ 5,827,431 $ |
December 31,2023 December 31,2022 Face value 21,150,000 $ 5,830,000 $ Less: Discount on commercial papers payable 19,066) ( 2,569) ( Total 21,130,934 $ 5,827,431 $ |
December 31,2023 December 31,2022 Face value 21,150,000 $ 5,830,000 $ Less: Discount on commercial papers payable 19,066) ( 2,569) ( Total 21,130,934 $ 5,827,431 $ |
|---|---|---|---|---|
| As of December 31, 2023 and 2022,the interest rates of commercial papers, including foreign interest | ||||
| rates were 1.460% ~ 1.580% and 1.250% ~ 1.400%, respectively. | ||||
| 19) Financial liabilities at fair value through profit or loss-current | ||||
| December 31,2023 | December 31,2022 | |||
| Liabilities on sale of borrowed securities | ||||
| - hedged | $ | 490,037 |
$ | 1,769,451 |
| Valuation adjustment on liabilities on sale | ||||
| of borrowed securities - hedged | 27,380 | ( | 47,847) |
|
| Liabilities on sale of borrowed securities | ||||
| - non-hedged | 5,270,361 | 6,668,328 | ||
| Valuation adjustment on liabilities on sale | ||||
| of borrowed securities - non-hedged | 389,037 | ( | 912,064) | |
| Subtotal | 6,176,815 | 7,477,868 | ||
| Issuance of call ( put ) warrants | 14,926,912 | 8,388,823 | ||
| Gain on price fluctuation | ( | 2,567,109) | ( | 3,700,001) |
| Market value (A) | 12,359,803 | 4,688,822 | ||
| Warrants redeemed | ( | 13,268,465) |
( | 6,461,030) |
| Loss on price fluctuation | 1,944,352 | 2,084,404 | ||
| Market value (B) | ( | 11,324,113) | ( | 4,376,626) |
| Warrants - net (A+B) | 1,035,690 | 312,196 | ||
| Options sold - TAIFEX | 2,187 | 2,734 | ||
| Outstanding Liability for Issuance of ETNs | 492,775 | 971,128 | ||
| Valuation adjustment on outstanding | ||||
| Liability for Issuance of ETNs | 59,115 | ( | 198,830) | |
| Subtotal | 551,890 | 772,298 | ||
| Derivative financial liabilities - OTC | 2,697,246 | 590,988 | ||
| Total | $ | 10,463,828 | $ | 9,156,084 |
212
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 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.
20) Bonds sold under repurchase agreements
| Bonds sold under repurchase agreements | ||
|---|---|---|
| Government bonds Corporate bonds Bank debentures International bonds Foreign bonds Total |
December31,2023 1,673,927 $ 3,738,850 100,000 664,516 12,963,213 19,140,506 $ |
December31,2022 |
| 919,875 $ 1,001,131 100,408 225,167 4,718,843 |
||
| 6,965,424 $ |
The above bonds sold under repurchase agreements as of December 31, 2023 and 2022 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 $19,322,093 and $7,016,989, respectively, and the annual interest rates in every currency were shown as follows:
| Currency December 31,2023 NTD 0.97%~1.41% Foreign currencies (Note) 2.20%~5.80% Note: Foreign currencies include AUD, EUR, USD, GBP, RMB and NZD. |
December 31,2022 |
|---|---|
| 0.72%~1.22% 1.40%~4.80% |
21) Accounts payable
| Accounts payable | ||
|---|---|---|
| Other payables Settlement accounts payable - brokered trading Settlement proceeds Settlement accounts payable - operating Settlement accounts payable - foreign bonds Spot exchange payable, foreign currencies Others Total Salary and bonus payable Employees’and directors’remuneration payable Others Total |
December 31,2023 14,683,802 $ 838,340 244,238 977,154 37,386 274,677 17,055,597 $ December 31,2023 1,270,266 $ 124,740 684,112 2,079,118 $ |
December 31,2022 |
| 7,622,204 $ 1,252,785 935,022 703,424 47,566 169,644 |
||
| 10,730,645 $ |
||
| December 31,2022 | ||
| 858,972 $ 38,028 546,038 |
||
| 1,443,038 $ |
22) Other payables
213
23) Other financial liabilities - current
| Other financial liabilities-current | ||
|---|---|---|
| Principal guaranteed notes (PGN) - fixed income | December 31,2023 5,224,019 $ |
December 31,2022 |
| 2,784,086 $ |
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).
24) Other liabilities-non-current
| are financial instruments under the supervision Other liabilities-non-current |
of the SFB (Securities and | Futures Bureau). |
|---|---|---|
| Guarantee deposits received Net defined benefit obligation Total |
December 31,2023 20,845 $ 60,301 81,146 $ |
December 31,2022 |
| 23,315 $ - |
||
| 23,315 $ |
25) 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 which ranges 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 as follows:
| December 31,2023 | December 31,2022 | |||
|---|---|---|---|---|
| Net present value of defined benefit liabilities | $ | 829,661 |
$ | 691,054 |
| Fair value of plan assets | ( | 769,360) | ( | 767,047) |
| Net defined benefit (assets) liabilities | $ | 60,301 | ($ | 75,993) |
214
(C)Movements in net defined benefit liabilities (assets) are as follows
| Year ended December 31,2023 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 Year ended December 31,2022 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 |
Present value of defined benefit obiligations |
Fair value of plan assets |
Net defined benefit liabilities(assets) |
|
|---|---|---|---|---|
| 691,054 $ 1,286 9,675 702,015 - 11,155 151,223 162,378 - 34,732) ( 34,732) ( 829,661 $ Present value of defined benefit obiligations |
767,047) ($ - 10,738) ( 777,785) ( 658) ( - - 658) ( 25,649) ( 34,732 9,083 769,360) ($ Fair value of plan assets |
75,993) ($ 1,286 1,063) ( 75,770) ( 658) ( 11,155 151,223 161,720 25,649) ( - 25,649) ( 60,301 $ Net defined benefit liabilities(assets) |
||
| 815,551 $ 3,336 4,077 822,964 - 2,457) ( 52,891) ( 55,348) ( - 76,562) ( 76,562) ( 691,054 $ |
757,220) ($ - 3,786) ( 761,006) ( 44,448) ( - - 44,448) ( 38,155) ( 76,562 38,407 767,047) ($ |
58,331 $ 3,336 291 61,958 44,448) ( 2,457) ( 52,891) ( 99,796) ( 38,155) ( - 38,155) ( 75,993) ($ |
(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 utilization plan and “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, over-the-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 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 IAS19 paragraph 142. The composition of fair value of plan assets as of December 31, 2023 and 2022 is given in the Annual Labor Retirement Fund Utilization Report published by the government. In addition, for retirement fund deposits with Cathy United Bank, under the name of the
215
management committee of employees’ retirement fund, the fund invests in time deposit accounts under Cathy United Bank.
(E) The principal actuarial assumptions used were as follows:
| Discount rate Future salary increases |
Year ended December 31,2023 1.2% 3.5% |
Year ended December 31,2022 |
|---|---|---|
| 1.4% | ||
| 3.5% |
Assumptions regarding future mortality rate are set based on the Taiwan Standard Ordinary Experience Mortality Table (2021) for the years ended December 31, 2023 and 2022. Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| December 31,2023 Effect on present value of defined benefit obligation December 31,2022 Effect on present value of defined benefit obligation |
Discount rate | Discount rate | Future salaryincreases | ||
|---|---|---|---|---|---|
| Increase 0.25% 13,908) ($ 13,027) ($ |
Decrease 0.25% 14,277 $ 13,399 $ |
Increase 0.25% Decrease 0.25% 11,904 $ 11,676) ($ 11,397 $ 11,157) ($ |
- (F) Pension fund contribution plans to pay $25,307 for the year ended December 31, 2024.
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 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 year ended December 31, 2023 and 2022 were $69,759 and $71,705, respectively.
26) Equity
A. Common stock
As of December 31, 2023, the Company’s authorized capital was $15,000,000 with a par value of $10 (in dollars) per share. As of December 31, 2023 and 2022, the common stocks issued and the outstanding common stocks were all 1,455,831 thousand shares.
B. Capital reserve
| Capital reserve | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| December 31, 2023 December 31, 2022 |
Sharepremium | Treasury share transactions |
Expired stock options |
Difference between consideration and carrying amount of subsidiaries acquired or disposed |
Total | ||||
| 24,663 $ 24,663 $ |
65,675 $ 65,675 $ |
483 $ 483 $ |
440 $ 440 $ |
91,261 $ 91,261 $ |
216
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 and plus the items other than the after-tax net profit for the period, that are included in the unappropriated earnings of the period, if any, shall be set aside as special reserve until the cumulative balance equals the total amount of paid-in 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, employee transfer and settlement 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.
-
27) 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
217
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 earnings distribution for 2022 and 2021 as resolved by the stockholders’ meeting on May 31, 2023 and June 23, 2022. Details are as follows:
| Legal reserve Special reserve Reversal of special reserve (Note) Cash dividends Total |
Year ended December 31,2022 |
Year ended December 31,2022 |
Year ended December 31,2021 |
Year ended December 31,2021 |
|
|---|---|---|---|---|---|
| Amount | Dividends per share (in dollars) |
Amount | Dividends per share (in dollars) |
||
| 81,278 $ 162,557 - 567,774 811,609 $ |
0.39 $ |
390,101 $ 780,203 3,413) ( 2,751,521 3,918,412 $ |
1.89 $ |
-
Note
: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. -
E. The earnings distribution for 2023 as resolved by the Board of Directors on March 4, 2023 is set forth below:
| Set aside statutory surplus reserve Provision of special surplus reserve Cash dividend |
Year ended December 31,2023 |
Year ended December 31,2023 |
|
|---|---|---|---|
| Amount | Dividends per share (in dollars) |
||
| 274,761 $ 549,523 1,921,697 2,745,981 $ |
1.32 $ |
218
28) Brokerage handling fee revenue
Revenues from brokered trading - TWSE Revenues from brokered trading - OTC Others Total
| Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|
| 1,954,298 $ 666,523 174,495 2,795,316 $ |
1,706,009 $ 559,912 116,145 2,382,066 $ |
29) Revenues from underwriting business
Revenues from underwriting securities on a firm commitment basis Others Total
| Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|
| 49,979 $ 54,305 104,284 $ |
54,137 $ 32,328 86,465 $ |
30) Net gain (loss) on sale of trading securities
| Net gain (loss) on sale of trading securities | ||
|---|---|---|
| Dealers: -TAIEX -OTC -Overseas trading Subtotal Underwriters: -TAIEX -OTC Subtotal Hedging: -TAIEX -OTC -Overseas trading Subtotal Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
| 1,628,603 $ 313,461 19,264 1,961,328 8,417 126,471 134,888 84,153) ( 300,284 9,207 225,338 2,321,554 $ |
1,366,791) ($ 158,417) ( 292,703) ( 1,817,911) ( 22,207 36,833 59,040 1,207,720) ( 282,485) ( 1,541) ( 1,491,746) ( 3,250,617) ($ |
219
31) Interest revenue
| Interest income from margin loans Interest income from bonds Others Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|
| 712,126 $ 504,694 149,276 1,366,096 $ |
737,137 $ 149,628 53,704 940,469 $ |
32) Net valuation gain (loss) on trading securities at fair value through profit or loss
| Gain (loss) on sale of securities - dealer Gain (loss) on sale of securities - underwriting Gain (loss) on sale of securities - hedging Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| 813,996 $ 116,722 815,626 1,746,344 $ |
261,290) ($ 62,951) ( 592,199) ( 916,440) ($ |
33) Net gain (loss) on covering of borrowed securities and bonds with resale agreements - short sales
| 34) | Net valuation gain (loss) on borrowed securities and bonds with resale agreements-short sales at fair Year ended December 31,2023 Year ended December 31,2022 Gain (loss) from the bond investments under resale agreements $ - $ 103 Gain (loss) from securities borrowing transactions ( 53,396) 319,042 Gain (loss) from covering (7,248) 163,126 Total 60,644) ($ 482,271 $ |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|---|
value through profit or loss |
| value through profit or loss | |||
|---|---|---|---|
| Valuation gain (loss) from securities borrowing transactions Valuation gain (loss) from covering Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 1,309,405) ($ 66,923) ( 1,376,328) ($ |
1,324,819 $ 56,198 1,381,017 $ |
35) Net realized gain (loss) on financial liabilities measured at fair value through other comprehensive
income
Foreign bonds
| Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|
| 143,436) ($ |
- $ |
220
36) Net gain (loss) from issuance of call (put) warrants
| Net gain (loss) from issuance of call (put) warrants | ||
|---|---|---|
| Net gain (loss) from derivatives Net gain (loss) on changes in fair value of call (put) warrant liabilities and redemption Net gain (loss) on exercise of call (put) warrants before maturity Expenses arising out of issuance of call (put) warrants Total Futures contract gain (loss) Option trading gain (loss) OTC option trading gain (loss) Net gain (loss) on foreign exchange derivatives Asset SWAP Others Total |
Year ended December 31,2023 213,817 $ 77,000) ( 358,462) ( 221,645) ($ Year ended December 31,2023 |
Year ended December 31,2022 1,807,278 $ 131,769) ( 201,525) ( 1,473,984 $ Year ended December 31,2022 |
| 1,406,450) ($ 146,970 411,351) ( 82,302 100,497) ( 127,497) ( 1,816,523) ($ |
80,486) ($ 154,592 16,713 25,695 39,382 32,488) ( 123,408 $ |
37) Net gain (loss) from derivatives
38) Expected credit impairment loss and reversal of impairment gain
| Impairment (loss) and reversal of impairment gain Recovery of bad debt Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|
| 17,996) ($ 920 17,076) ($ |
20,627 $ 1,346 21,973 $ |
39) Other operating income
| Other operating income | |||
|---|---|---|---|
| Income from securities lending Net currency exchange gain (loss) Handling fee revenues from funds Others Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 389,677 $ 58,047) ( 83,193 9,486 424,309 $ |
370,505 $ 106,384 67,176 1,795 545,860 $ |
221
40) Handling charges
| Handling charges | ||||
|---|---|---|---|---|
| Brokerage handling fee expense Dealer handling fee expense Refinancing processing fee expense Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 266,901 $ 141,739 1,920 410,560 $ |
226,837 $ 134,823 2,682 364,342 $ |
41) Financial costs
| Financial costs | ||||
|---|---|---|---|---|
| Interest expense from repurchase agreements Loans interest expense Other interest expense Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 417,306 $ 407,662 48,863 873,831 $ |
62,250 $ 68,421 32,847 163,518 $ |
42) Employee benefits expense
| Employee benefits expense | ||||
|---|---|---|---|---|
| Salaries Labor and health insurance Pension Other employee benefits Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 2,458,225 $ 140,343 69,982 104,041 2,772,591 $ |
1,802,901 $ 146,112 75,332 117,595 2,141,940 $ |
-
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, 2023 and 2022, employees’ compensation was accrued at $62,370 and $19,014, respectively; directors’ remuneration was accrued at $62,370 and $19,014, respectively. The aforementioned amounts were recognized in salary expenses.
-
C. For the years ended December 31, 2023, 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 2022 as resolved by the Board of Directors was in agreement with the estimates in the 2022 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.
222
43) Depreciation and amortization
| 43) | Depreciation and amortization | ||||
|---|---|---|---|---|---|
| 44) 45) 46) |
Other operating expenses Other gains and losses Income tax A. Income tax expense (a)Components of income tax expense: Depreciation Amortization Total Taxes Security lending expenses Computer information expenses TDCC service fee Professional service fee Postage Others Total Financial income Net gain (loss) on disposal of investments Net gain (loss) on valuation of non-operating financial instruments Other non-operating revenues Total 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 Total deferred taxes Income tax expense |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 209,372 $ 66,329 275,701 $ Year ended December 31,2023 |
179,026 $ 45,082 224,108 $ Year ended December 31,2022 |
||||
| 865,266 $ 225,029 164,216 96,964 85,232 81,175 359,482 1,877,364 $ Year ended December 31,2023 |
704,090 $ 243,737 129,866 81,298 84,239 80,012 313,646 1,636,888 $ Year ended December 31,2022 |
||||
| 67,232 $ 3,880 1,891 152,355 225,358 $ Year ended December 31,2023 |
36,242 $ 8,167) ( 1,575 138,483 168,133 $ Year ended December 31,2022 |
||||
| 252,292 $ 24,868) ( 59 227,483 13,338 13,338 240,821 $ |
136,292 $ 3,762 - 140,054 43,260 43,260 183,314 $ |
223
(b)The income tax expense relating to components of other comprehensive income is as follows:
| Remeasurement of defined benefit obligations | Year ended December 31,2023 |
Year ended December 31,2022 |
||
|---|---|---|---|---|
| 32,344 $ |
19,959 $ |
B. Reconciliation between income tax expense and accounting profit
| Tax calculated based on profit before tax and statutory tax rate Expenses disallowed by tax regulaiton Prior year income tax overestimation Tax exempt income by tax regulation Tax on undistributed surplus Income tax expense |
Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| 623,954 $ 117,780) ( 24,868) ( 240,544) ( 59 240,821 $ |
182,638 $ 132,746) ( 3,762 129,760 - 183,414 $ |
- C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows:
| Deffered tax assets: Temporary differences: Valuation loss from financial instruments Pension Other Subtotal Deffered tax liabilities: Temporary differences: Valuation gain from financial instruments Unrealised exchange gain Other Subtotal Total |
Year ended December 31,2023 | Year ended December 31,2023 | |||
|---|---|---|---|---|---|
| January 1 Recognized in profit or loss 7,341 $ 7,341) ($ 92,795 - 3,529 601 103,665 $ 6,740) ($ - $ 10,526) ($ 9,747) ( 2,358 1,570) ( 1,570 11,317) ($ 6,598) ($ 92,348 $ 13,338) ($ |
comprehensive income December 31 - $ - $ 32,344 125,139 - 4,130 32,344 $ 129,269 $ - $ 10,526) ($ - 7,389) ( - - - $ 17,915) ($ 32,344 $ 111,354 $ |
December 31 | |||
| - $ 125,139 4,130 |
|||||
| 129,269 $ |
|||||
| 111,354 $ |
224
| Deffered tax assets: Temporary differences: Valuation loss from financial instruments Unrealised exchange loss Pension Other Subtotal Deffered tax liabilities: Temporary differences: Valuation gain from financial instruments Other Subtotal Total |
Year ended December 31,2022 | |||
|---|---|---|---|---|
| January 1 Recognized in profit or loss comprehensive income December 31 8,375 $ 1,034) ($ - $ 7,341 $ 30,925 30,925) ( - - 112,754 - 19,959) ( 92,795 3,513 16 - 3,529 155,567 $ 31,943) ($ 19,959) ($ 103,665 $ - 9,747) ( - 9,747) ( - 1,570) ( - 1,570) ( - $ 11,317) ($ - $ 11,317) ($ 155,567 $ 43,260) ($ 19,959) ($ 92,348 $ |
- D. As of December 31, 2023, the Company’s income tax returns through 2018 have been assessed and approved by the National Tax Authority.
47) 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) Year ended December 31,2023 |
|||||
| Amount after tax |
Weighted-average outstanding common shares(In thousands) |
|||||
| 2,878,951 $ 1,455,831 1.98 $ - 3,174 2,878,951 $ 1,459,005 1.97 $ Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) Year ended December 31,2022 |
||||||
| Amount after tax |
Weighted-average outstanding common shares(In thousands) |
|||||
| 729,368 $ - 729,368 $ |
1,455,831 1,215 1,457,046 |
0.50 $ 0.50 $ |
225
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. President Securities (HK) Ltd. Associates President Insurance Agency Corp. PSC Venture Capital Investment Limited Company President Securities (Nominee) Ltd. President Wealth Management (HK) Ltd. Uni-President Asset Management Corp. President Tokyo Co., Ltd. President Tokyo Auto Leasing Co., Ltd. ScinoPharm Taiwan, Ltd. Ton Yi Industrial Corp. President Chain Store Corp. (PCSC) Presco Netmarking, Inc. President Professional Baseball Team Co., Ltd. Qware Systems & Services Corp. Tung Ho Development Co., Ltd. Tainan Spinning Retail and Distribution Co., Ltd. President Information Corp Cayman President Holdings, 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 Subsidiary of the Company PSC Associate Other related party Other related party Other related party Other related party Other related party Other related party 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.
(Blank below)
226
2) Significant related party transactions and balances
A. Stock trading(shown as Financial assets at fair value through profit or loss)
| B. Futures guarantee deposits receivable C. Accounts receivable D. Prepayments Year ended December 31,2023 Year ended December 31,2022 Transaction content Purchase Price Purchase Price Subsidiary of the Company PSC: Company PSC Venture Capital Investment Limited Company Chyunn Environment Corporation - $ 10,500 $ December 31,2023 December 31,2022 Subsidiary of the Company PSC: President Futures Corp. 4,311,941 $ 4,954,584 $ December 31,2023 December 31,2022 Entity having significant influence on the company: Uni-President Enterprises Corp. 332 $ 350 $ Subsidiary of the Company PSC: President Futures Corp. 3,005 3,522 Other related party: ScinoPharm Taiwan, Ltd. 322 336 President Chain Store Corp. (PCSC) 434 406 Others 103 103 Total 4,196 $ 4,717 $ December 31,2023 December 31,2022 Other related party: Qware Systems & Services Corp. 4,682 $ 7,663 $ Tung Ho Development Co., Ltd. 600 600 President Chain Store Corp. (PCSC) 157 340 Presco Netmarketing Co., Ltd. 121 8 Others 18 9 Total 5,578 $ 8,620 $ |
Transaction content | Transaction content | Transaction content | Year ended December 31,2023 |
Year ended December 31,2023 |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
|---|---|---|---|---|---|---|---|---|---|
| Purchase Price | Purchase Price | ||||||||
| $ | |||||||||
| 4,311,941 $ December 31,2023 |
|||||||||
| 332 $ 3,005 322 434 103 4,196 $ December 31,2023 |
|||||||||
| 4,682 $ 600 157 121 18 5,578 $ |
227
E. Other receivables
| E. | Other receivables | Other receivables | |||||
|---|---|---|---|---|---|---|---|
| F. G. |
Acquisition of property and equipment Acquisition of other assets Subsidiary of the Company PSC: President Futures Corp. Others Associate: Uni-President Assets Management Corp. Other related party: Others Total Other related party: President Information Corp Account items Other related party: President Information Corp Intangible assets |
December 31,2023 $ 334 16 4 - 354 $ Year ended December 31,2023 2,472 $ Year ended December 31,2023 Purchaseprice 5,363 $ |
December 31,2022 | ||||
| $ | $ 300 21 - 14 335 $ Year ended December 31,2022 |
||||||
| $ | |||||||
Acquisition of other assets Other related party: President Information Corp Other related party: President Information Corp |
|||||||
| 2,472 $ Year ended December 31,2023 Purchaseprice 5,363 $ |
- $ Year ended December 31,2022 |
||||||
| Purchaseprice | Purchaseprice | ||||||
| Intangible assets | 5,363 $ |
- $ |
-
- -
H. Lease transactions lessee
-
(A) The Group 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:
| ht-of-use assets: cquisition of right-of-use assets: |
||
|---|---|---|
| isposals of right-of-use assets: Other related party: President Tokyo Co., Ltd. Other related party: President Tokyo Co., Ltd. |
Year ended December 31,2023 5,619 $ Year ended December 31,2023 1,290 $ |
Year ended December 31,2022 |
| 3,550 $ Year ended December 31,2022 |
||
| 1,018 $ |
- b. Disposals of right-of-use assets:
228
(C) Lease liabilities
– a. Lease liabilities current
| se liabilities Lease liabilities –current |
|||
|---|---|---|---|
Lease liabilities–non-currentOther related party: President Tokyo Co., Ltd. President Tokyo Auto Leasing Co., Ltd. Total Other related party: President Tokyo Co., Ltd. President Tokyo Auto Leasing Co., Ltd. Total |
December 31,2023 6,430 $ 747 7,177 $ December 31,2023 8,609 $ 1,445 10,054 $ |
December 31,2022 | |
| 6,536 $ 742 7,278 $ December 31,2022 |
|||
| 9,952 $ 2,192 12,144 $ |
– b. Lease liabilities non-current
c. Financial costs
| c. Financial costs | ||||
|---|---|---|---|---|
| d. Net gain on lease modification Refundable deposits Equity for each customer in the account Other related party: President Tokyo Co., Ltd. President Tokyo Auto Leasing Co., Ltd. Total Other related party: President Tokyo Co., Ltd. Subsidiary of the Company PSC: President Futures Corp. Subsidiary of the Company PSC: President Futures Corp. |
Year ended December 31,2023 143 $ 16 159 $ Year ended December 31,2023 1 $ December 31,2023 |
Year ended December 31,2022 |
||
| 145 $ 21 166 $ Year ended December 31,2022 |
||||
| 1 $ December 31,2022 |
||||
| 34,000 $ December 31,2023 |
34,000 $ December 31,2022 |
|||
| 8,126 $ |
3,104 $ |
I. Refundable deposits
J. Equity for each customer in the account
229
K. Accounts payable
| K. Accounts payable | |||||
|---|---|---|---|---|---|
| December 31,2023 | December 31,2022 | ||||
| Subsidiary of the Company PSC: | |||||
| President Futures Corp. | $ | 1,728 |
$ | 2,127 |
|
| Other related party: | |||||
| President Tokyo Co., Ltd. | 12 | - | |||
| Presco Netmarking,Inc. | 125 | - | |||
| Total | $ | 1,865 | $ | 2,127 | |
| L. Guarantee deposit received | |||||
| December 31,2023 | December 31,2022 | ||||
| Subsidiary of the Company PSC: | |||||
| President Futures Corp. | $ | 16,137 | $ | 16,137 | |
| Others | 807 | 807 | |||
| Associate: | |||||
| Uni-President Assets Management Corp. | 1,435 | 1,044 | |||
| Other related party: | |||||
| President Tokyo Co., Ltd. | - | 1,418 | |||
| Total | $ | 18,379 | $ | 19,406 | |
| M. Handling fee revenue | |||||
| Year ended | Year ended | ||||
| December 31,2023 | December 31,2022 | ||||
| Entity having significant influence on the company: | |||||
| Uni-President Enterprises Corp. | $ | - | $ | 4 | |
| Subsidiary of the Company PSC: | |||||
| Others | 11 | 28 | |||
| Security investment trust fund raised by the | |||||
| Uni-President Asset Management Corp.: | |||||
| Funds managed by Uni-President Asset | |||||
| Management Corp. | 114,007 | 70,846 | |||
| Other related party: | |||||
| Others | 1,559 | 1,042 | |||
| Total | $ | 115,577 | $ | 71,920 | |
| Terms of handling fee revenue mentioned | above are | similar to those of | transactions with third | ||
| parties. | |||||
| N. Futures commission income |
| parties. Futures commission income |
||||
|---|---|---|---|---|
| Subsidiary of the Company PSC: President Futures Corp. |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 34,079 $ |
43,532 $ |
230
| O. | Net gain (loss) on wealth management-trust income from sales of funds Year ended December 31,2023 Associates: Uni-President Assets Management Corp. 17,760 $ |
Net gain (loss) on wealth management-trust income from sales of funds Year ended December 31,2023 Associates: Uni-President Assets Management Corp. 17,760 $ |
Net gain (loss) on wealth management-trust income from sales of funds Year ended December 31,2023 Associates: Uni-President Assets Management Corp. 17,760 $ |
Year ended December 31,2022 |
|
|---|---|---|---|---|---|
Associates: Uni-President Assets Management Corp. |
|||||
| 17,760 $ |
11,157 $ |
The revenues were collected on a monthly basis in accordance with contract terms.
P. Other operating income - handling fee revenues from underwriting fund
| Associates: Uni-President Assets Management Corp. |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
|---|---|---|---|---|
| 81,139 $ |
64,420 $ |
The revenues were collected on a monthly basis in accordance with contract terms.
Q. Other income – others
| Other income–others | ||||
|---|---|---|---|---|
| Associates: Uni-President Assets Management Corp. |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 2,210 $ |
- $ |
R. Rent income
| Subsidiary of the Company PSC: President Capital Management Corp. Others Associates: Uni-President Assets Management Corp. Other related party: President Tokyo Co., Ltd. Total |
Period 2019.04.01~2024.03.31 2016.01.01~2028.08.31 2019.04.01~2023.08.31 |
Deposit 627 $ 317 1,435 - |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
|---|---|---|---|---|---|---|
| $ 3,835 2,494 7,050 5,961 19,340 $ |
$ 3,723 2,732 6,492 8,942 |
|||||
| 21,889 $ |
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.
S. Revenues from underwriting business
| Revenues from underwriting business | ||
|---|---|---|
| Entity having significant influence on the company: Uni-President Enterprises Corp. |
Year ended December 31,2023 $3,775 |
Year ended December 31,2022 |
| $450 |
231
T. Stock custodian income
| T. Stock custodian income | ||||||
|---|---|---|---|---|---|---|
| Year ended | Year ended | |||||
| December 31,2023 | December 31,2022 | |||||
| Entity having significant influence on the company: | ||||||
| Uni-President Enterprises Corp. | $ | 4,253 |
$ | 4,231 |
||
| Subsidiary of the Company PSC: | ||||||
| Others | 68 | 68 | ||||
| December 31,2023 | December 31,2022 | |||||
| Associate: | ||||||
| Uni-President Assets Management Corp. | 136 | 135 | ||||
| Other related party: | ||||||
| ScinoPharm Taiwan, Ltd. | 2,232 | 2,298 | ||||
| Ton Yi Industrial Corp. | 1,253 | 1,248 | ||||
| President Chain Store Corp. (PCSC) | 2,615 | 2,583 | ||||
| Others | 703 | 669 | ||||
| Total | $ | 11,260 | $ | 11,232 | ||
| Terms of stock custodian income mentioned above | are | similar to third parties. | ||||
| U. Other operating expenses-Other | ||||||
| Year ended | Year ended | |||||
| December 31,2023 | December 31,2022 | |||||
| Subsidiary of the Company PSC: | ||||||
| President Capital Management Corp. | $ | 50,400 |
$ | 50,576 |
||
| Other related party: | ||||||
| President Tokyo Co., Ltd. | 118 | 290 | ||||
| Presco Netmarking, Inc. | 1,407 | 11,584 | ||||
| President Professional Baseball Team Co., Ltd. | 2,677 | 2,310 | ||||
| Tainan Spinning Retail and Distribution Co., Ltd. | 2,000 | 2,000 | ||||
| Qware Systems & Services Corporation | - | 1,663 | ||||
| Other | - | 12 | ||||
| Total | $ | 56,602 | $ | 68,435 | ||
| V. Clearing charges-futures | ||||||
| Year ended | Year ended | |||||
| December 31,2023 | December 31,2022 | |||||
| Subsidiary of the Company PSC: | ||||||
| President Futures Corp. | $ | 20,873 | $ | 21,420 | ||
| W. Financial expense |
232
Other related party: Cayman President Holdings, Ltd.
| Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|
| - $ |
58 $ |
233
X. Purchases of trading securities – dealer
| X. | Purchases of trading securities–dealer | |||
|---|---|---|---|---|
| Y. | Compensation of key management personnel Entity having significant influence on the company: Uni-President Enterprises Corp. Security investment trust fund raised by the Uni-President Asset Management Corp.: Funds managed by Uni-President Asset Management Corp. Other related parties: President Chain Store Corp. Other Total Entity having significant influence on the company: Uni-President Enterprises Corp. Security investment trust fund raised by the Uni-President Asset Management Corp.: Funds managed by Uni-President Asset Management Corp. Other related parties: President Chain Store Corp. Other Total |
December 31,2023 | ||
| Ending Shares (In thousands) |
||||
| Ending Shares (In thousands) |
234
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) Other current assets: - Demand deposits - Pledged time deposits - Government bonds (par value) Property and equipment - Land and buildings (book value) Pledged time deposits (stated as other non-current asset) - Operating guarantee deposits Financial assets at fair value through profit or loss - current: Financial assets at fair value through profit or loss - non-current: |
December31,2023 3,735,000 $ 1,600,200 11,159,717 725,479 100,000 2,712,153 91,001 400,000 50,000 1,085,689 505,000 |
December31,2022 1,000,000 $ 848,100 2,661,333 237,302 100,000 2,400,355 250,167 400,000 50,000 1,091,048 505,000 |
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.
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
235
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, reputation risk and climate 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, Finance segment, Settlement segment and General Affair 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.
-
-
(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.
-
236
-
(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 the following:
-
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.
-
-
(K) General Affair segment is responsible for the following:
-
a. Verify and manage greenhouse gas.
-
b. Sustainable resources management, responsible procurement and supplier management.
-
-
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.
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
237
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.
- (D)Operating risk
Settlement segment is responsible for confirming the settlement and clearing, accounts opening and the actual disbursement. Finance segment prepares vouchers based on the actual transaction evidence and compares whether the accounts and cash accounts are matched, and confirms the operating risks of accuracy of the transaction from an accounting perspective. Auditing segment is responsible for internal audit and internal control, and regularly samples and checks the performance of each unit.
- (E) Legal risk
Legal segment is responsible for reviewing of the Company’s various derivative financial instrument contracts, ISDA and individual account contracts, etc. and handle all legal-related issues.
- (F) Climate risk
Based on the two major risk indicators of climate rick, the physical risk and the transition risk,the potantiall climate risk on investment position is estimated by different scenario analyses.The Company regularly disdoses implementation of climate risk management annually that complies with the policy guidelines set by the competent authorit ies and initiatives or guidelines internationally and generally recognised to enhance the quality and transparency of information disclosure.
-
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
238
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.
- 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 papers
The commercial papers 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, corporate bonds, convertible corporate bonds and foreign bonds and the issuers are primarily R.O.C. government, domestic and foreign legal entities. 14% of convertible corporate bond is guaranteed by banks. Details are as follows:
- (a)Government 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
239
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.
-
(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(9).
-
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(9).
-
(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) Receivables of securities business money lending
Receivables of securities business money lending are the non-restricted purpose loan business
240
and monetary financing business, pursuant to an agreement between a securities firm and a customer, using customer securities and other commodities as collateral. The Group regularly assesses its customer line of credit and implements appropriate credit control. 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.
-
(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 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 or 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
241
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 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 | Stage 1 | Stage 2 | 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 sheet date. |
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.
242
-
(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.
-
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. 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 (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
243
year will be included in the calculation of future loss rate standard.
-
D. Table of movements in loss provision of the Company
-
(A) At December 31, 2023 and 2022, 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 receivables-others and other non-current assetsoverdue receivables of the Company are as follows:
| At January 1 Provision (reversal of provision) for impairment Derecognised At December 31 At January 1 Provision (reversal of provision) for impairment Derecognised At December 31 |
Year | Year | ended December 31,2023 | ended December 31,2023 | ended December 31,2023 | Total | ||
|---|---|---|---|---|---|---|---|---|
| Marginal receivable |
Accounts receivable |
Other receivables |
Other non-current assets-overdue receivables |
|||||
| 28,315 $ 18,464 - 46,779 $ |
659 $ 18) ( - 641 $ Year |
37,198 $ 17,996 5,809) ( 49,385 $ Total |
||||||
| Marginal receivable |
Accounts receivable |
Other receivables |
Other non-current assets-overdue receivables |
|||||
| 47,433 $ 19,118) ( - 28,315 $ |
742 $ 54) ( 29) ( 659 $ |
- $ - - - $ |
12,517 $ 1,455) ( 2,838) ( 8,224 $ |
60,692 $ 20,627) ( 2,867) ( 37,198 $ |
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.
244
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 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 or 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.
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(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 31,2023 | December 31,2023 | December 31,2023 | December 31,2023 | December 31,2023 | ||||
|---|---|---|---|---|---|---|---|---|---|
| Immediately | Less than 3 months |
3-12 months | 1-5years - $ - - - - - - 29,748 - 86,888 - - 66,037 182,673 $ |
Total | |||||
| 1,160,000 $ - 6,176,815 4,256,105 - 921,093 1,163,504 - 16,960,308 514,753 7,845 - - 31,160,423 $ |
5,784,759 $ 21,150,000 - - 19,322,093 - - 1,342,474 95,289 11,256 227,883 4,442,217 18,417 52,394,388 $ |
- $ - - 30,908 - - - 259,786 - - 1,843,390 781,802 37,179 2,953,065 $ |
6,944,759 $ 21,150,000 6,176,815 4,287,013 19,322,093 921,093 1,163,504 1,632,008 17,055,597 612,897 2,079,118 5,224,019 121,633 |
||||||
| 86,690,549 $ |
246
December 31, 2022
| 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 |
Immediately | Less than 3 months |
3-12 months | 1-5years - $ - - - - - - 33,278 - 87,709 - - 82,231 203,218 $ |
Total | ||||
|---|---|---|---|---|---|---|---|---|---|
| - $ - 7,477,868 1,678,216 - 1,809,356 1,809,962 - 10,707,683 639,496 9,063 - - 24,131,644 $ |
275,000 $ 5,830,000 - - 7,016,989 - - 829,410 22,962 16,313 195,889 2,158,151 18,838 16,363,552 $ |
- $ - - - - - - 943,903 - - 1,238,086 625,935 46,815 2,854,739 $ |
275,000 $ 5,830,000 7,477,868 1,678,216 7,016,989 1,809,356 1,809,962 1,806,591 10,730,645 743,518 1,443,038 2,784,086 147,884 |
||||||
| 43,553,153 $ |
247
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.
| ximum potential risks of financial instruments | ximum potential risks of financial instruments | or investment portfolios. | or investment portfolios. |
|---|---|---|---|
| Statistical table for one-dayVaR of transactions |
Statistical table for one-dayVaR of transactions |
||
| Year ended December 31,2023 December 31, 2023 VaR Maximum VaR Average VaR Minimum |
Amount 90,608 $ 204,472 106,875 33,256 |
Year ended December 31,2022 December 31, 2022 VaR Maximum VaR Average VaR Minimum |
Amount 33,198 $ 166,546 50,634 17,965 |
Statistical table for VaR of various risk indicators of transactions Year ended
| Year ended | |||
|---|---|---|---|
| December 31,2023 December 31, 2023 VaR Maximum VaR Average VaR Minimum |
Foreign exchange 17,845 $ 47,965 9,806 1,597 |
Interest 31,112 $ 81,522 36,593 4,778 |
Share ownership |
| 86,595 $ 217,781 98,633 28,063 |
Statistical table for VaR of various risk indicators of transactions Year ended
| Year ended | |||
|---|---|---|---|
| December 31,2022 December 31, 2022 VaR Maximum VaR Average VaR Minimum |
Foreign exchange 5,219 $ 17,197 4,329 856 |
Interest 27,746 $ 34,194 15,077 2,867 |
Share ownership |
| 22,573 $ 168,637 48,374 16,070 |
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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, 2023 and 2022 :
| Financial assets in foreign currencies Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through comprehensive income - current Investments under the 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 31,2023 | December 31,2023 | December 31,2023 | ||||
|---|---|---|---|---|---|---|---|
| USD 638,134 $ 10,394,426 1,307,681 - 1,232,702 1,034,759 63,591 9,381,587 3,208,910 |
EUR 5,343 $ 2,117,378 - - 16,990 - 565 1,880,550 7,905 |
AUD 1,562 $ 882,164 1,375,468 - 10,739 - 91 2,122,450 27,812 |
RMB 2,370 $ 47,581 - 2,615,717 2,167 - 709 34,594 58,701 |
HKD 54,747 $ 34,235 - 810,334 8,767 - 4 - 33,138 |
Others 75,195 $ 690,695 - - 8,979 - 10,879 208,549 6,576 |
Total | |
| 777,351 $ 14,166,480 2,683,149 3,426,051 1,280,345 1,034,759 75,839 13,627,730 3,343,041 |
Note: As of December 31, 2023, foreign exchange rates of the above currencies to TWD were 1 USD = 30.705 TWD; 1 EUR = 33.980 TWD; 1 AUD = 20.980 TWD; 1 RMB = 4.327 TWD; and 1 HKD = 3.929 TWD, respectively.
249
| Financial assets in foreign currencies Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through comprehensive income - current Investments under the equity method Others Financial liabilities in foreign currencies Financial liabilities at fair value through profit or loss Bonds sold under repurchase agreements Others |
December 31,2022 | December 31,2022 | December 31,2022 | ||||
|---|---|---|---|---|---|---|---|
| USD 1,011,332 $ 3,633,380 1,118,655 - 1,469,878 347,447 3,243,659 3,307,436 |
EUR 3,991 $ 150,892 - - 516 57 89,976 47 |
AUD 1,854 $ 414,575 1,079,977 - 157,024 598 1,459,403 43,949 |
RMB 18,623 $ 105,713 - 2,764,018 1,536 1,347 81,148 204,959 |
HKD 122,097 $ 59,561 - 1,396,988 25,738 99 - 14,531 |
Others 42,820 $ 278,623 - - 23,730 1,821 69,823 5,728 |
Total | |
| 1,200,717 $ 4,642,744 2,198,632 4,161,006 1,678,422 351,369 4,944,009 3,576,650 |
Note: As of December 31, 2022, foreign exchange rates of the above currencies to TWD were 1 USD = 30.710 TWD; 1 EUR = 32.720 TWD; 1 AUD = 20.830 TWD; 1 RMB = 4.408 TWD; and 1 HKD = 3.938 TWD, respectively.
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250
- 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, 2023 and 2022, amounted to ($58,407) and $106,384, 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, 2023 Investment property December 31, 2022 Investment property |
Total 515,813 $ 743,741 |
Quoted prices of the same assets in active markets (level 1) |
Other significant observable inputs (level 2) |
Significant non-observable inputs(level 3) |
|---|---|---|---|---|
| - $ - |
515,813 $ 743,741 |
- $ - |
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
251
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 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, 2023 and 2022, 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.
-
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252
(B)Hierarchy of fair value estimation of financial instruments
| 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 Stock investments Bond investments Financial assets at fair value through profit or loss - non-current Stock investments Bond investments Financial assets at fair value through other comprehensive income-non-current 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 |
December31,2023 | December31,2023 | ||
|---|---|---|---|---|
| Total 16,066,218 $ 29,548,975 2,896,610 395,531 2,683,149 10,004 49,776 307,448 6,176,815 4,674,925 4,287,013 |
Level 1 15,988,641 $ 7,543,011 2,896,610 395,531 2,683,149 - - - 6,176,815 4,674,096 1,589,767 |
Level 2 77,577 $ 22,005,964 - - - - 49,776 - - 829 2,697,246 |
Level3 | |
| - $ - - - - 10,004 - 307,448 - - - |
253
| 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 Stock investments Bond investments Financial assets at fair value through profit or loss - non-current Stock investments Bond investments Financial assets at fair value through other comprehensive income-non-current 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 |
December31,2022 | December31,2022 | ||
|---|---|---|---|---|
| Total 5,641,044 $ 10,677,909 2,496,243 299,150 2,198,632 16,604 49,779 294,855 7,477,868 5,200,004 1,678,216 |
Level 1 5,568,337 $ 2,916,006 2,496,243 299,150 2,198,632 - - - 7,477,868 5,194,967 1,087,228 |
Level 2 72,707 $ 7,761,903 - - - - 49,779 - - 5,037 590,988 |
Level3 | |
| - $ - - - - 16,604 - 294,855 - - - |
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(C) The following table is the movement of financial assets at Level 3:
| Year ended December 31,2023 | Year ended December 31,2023 | Year ended December 31,2023 | Year ended December 31,2023 | |||||
|---|---|---|---|---|---|---|---|---|
| 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 |
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/ disposed or settled |
Transfers out from level 3 |
|||
| 16,604 $ 294,855 |
4,426) ($ - $ - $ - $ - 12,593 - - Year ended December 31,2022 |
2,174) ($ - |
- $ - |
10,004 $ 307,448 |
||||
| 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 |
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/ disposed or settled |
Transfers out from level 3 |
|||
| 12,650 $ 258,627 |
3,954 $ - |
- $ 36,228 |
- $ - |
- $ - |
- $ - |
- $ - |
16,604 $ 294,855 |
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- (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 31,2023 | 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 December 31,2022 Unlisted stocks |
10,004 $ Fair value 307,448 |
Net asset value Valuation technique Market approach |
Not applicable Market price net profit after tax multiplier Price to earnings ratio multiplier Discount for lack of marketability Significant unobservable input |
Not applicable 22.62~24.52 2.48 25% Range (weighted average) |
Not applicable The higher the multiplier, the higher the 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 - non-current Venture capital shares Financial assets at fair value through other comprehensive income - non-current Unlisted stocks |
16,604 $ 294,855 |
Net asset value Market approach |
Not applicable Market price net profit after tax multiplier Price to earnings ratio multiplier Discount for lack of marketability |
Not applicable 23.03~24.62 2.93~4.92 20%~30% |
Not applicable The higher the multiplier, 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 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
256
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 categorized within Level 3 if the inputs used in valuation models have changed up or down by 1%:
| December 31,2023 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 December 31, 2022 |
Recognised inprofit or loss | Favourable change Unfavourable change - $ - $ 3,074 3,074) ( Recognised in other comprehensive income Recognised in other comprehensive income |
Favourable change Unfavourable change - $ - $ 3,074 3,074) ( Recognised in other comprehensive income Recognised in other comprehensive income |
|---|---|---|---|
| Favourable change Unfavourable change |
|||
| Not applicable Not applicable - - Favourable change Unfavourable change Recognised inprofit or loss |
|||
| 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 - - |
- $ 2,949 |
- $ 2,949) ( |
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
257
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, 2023 and 2022 the capital adequacy ratios were 299% and 390%, 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.
A. Balance sheet of trust accounts
BALANCE SHEET
| Trust assets | December 31,2023 | December 31,2023 | December | 31,2022 | ||
|---|---|---|---|---|---|---|
| Bank savings | $ | 452,424 |
$ | 367,745 |
||
| Structured notes | 1,740,784 | 896,553 | ||||
| Stock | 1,335,438 | 1,016,810 | ||||
| Bond | 1,175,323 | 636,044 | ||||
| Bonds sold under repurchase agreements | 70,050 | 57,291 | ||||
| Fund | 8,855,255 | 5,138,258 | ||||
| Accounts receivable | 150,322 | 29,112 | ||||
| Total of trust assets | $ | 13,779,596 | $ | 8,141,813 | ||
| Trust liabilities and equity | December 31,2023 | December | 31,2022 | |||
| Accounts payable | $ | 8,089 |
$ | 321 |
||
| Trust capital | 12,580,097 | 8,797,747 | ||||
| Net income (loss) | 1,405,404 | ( | 631,484) |
|||
| Accumulated deficit | ( | 213,994) | ( | 24,771) | ||
| Total of trust liabilities and equity | $ | 13,779,596 | $ | 8,141,813 |
258
B. Income statement of trust accounts
STATEMENT OF INCOME
| C. Property list of trust accounts Item Trust income Interest income Cash dividends received Investment realized gains - bond Investment realized gains - stock Investment realized gains - fund Investment realized gains - structured notes Investment unrealized gains - bond Investment unrealized gains - stock Investment unrealized gains - fund Investment unrealized gains - structured notes Other revenue Subtotal Trust expenses Management fee Service fee Other expenses Investment realized loss - bond Investment realized loss - stock Investment realized loss - fund Investment realized loss - structured notes Investment unrealized loss - bond Investment unrealized loss - stock Investment unrealized loss - fund Investment unrealized loss - structured notes Income (Loss) before income tax Income tax expense Net income (loss) Item Bank savings Structured notes Stock Bond Bonds sold under repurchase agreements Funds Others Total |
Year ended December 31,2023 |
Year ended December 31,2022 74,219 $ 95,093 373 713 151,071 8,528 2,390 210,809 112,962 1,075 12 657,245 1,359) ( 664) ( 4) ( 7,017) ( 2,551) ( 95,742) ( 307) ( 133,461) ( 73,750) ( 855,494) ( 118,272) ( 631,376) ( 108) ( 631,484) ($ December 31,2022 367,745 $ 896,553 5,138,258 636,044 57,291 1,016,810 29,112 8,141,813 $ |
Year ended December 31,2022 |
|
|---|---|---|---|---|
| 88,079 $ 32,077 1,529 8,376 361,042 17,796 30,718 473,232 919,887 5,746 13 1,938,495 1,508) ( 7,339) ( - 2,181) ( 4,553) ( 92,319) ( - 74,359) ( 33,892) ( 301,863) ( 14,697) ( 1,405,784 380) ( 1,405,404 $ December 31,2023 452,424 $ 1,740,784 8,855,255 1,175,323 70,050 1,335,438 150,322 13,779,596 $ |
259
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 million or 20 percent of contributed capital
:None. -
D. Disposals of real estate exceeding $300 million or 20 percent of contributed capital
:None. -
E. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5
-
million
:None. -
F. Receivables from related parties exceeding $100 million or 20 percent of contributed capital
:None. -
G. Significant transactions between parent company and subsidiaries are provided in Note 7.
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260
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 31,2023 Original i |
Balance on December 31,2022 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 30,000,000 192,600,000 23,400,000 1,000,000 14,904,630 1,000,000 30,000,000 12,000 |
Percentage 96.69% 100.00% 100.00% 100.00% 100.00% 42.46% 100.00% 100.00% 0.03% |
Book vlaue | |||||||||||||
| President Securities Corp. President Securities Corp. President Securities Corp. President Securities Corp. President Securities Corp. President Securities Corp. President Securities Corp. President Securities Corp. President Insurance Agency Corp. |
President Futures Corp. President Capital Management Corp. President Securities (HK) Ltd. President Wealth Management (HK) Ltd. President Securities (Nominee) Ltd. Uni-President Asset Management Corp. President Insurance Agency Corp. PSC Venture Capital Investment Limited Company Uni-President Asset Management Corp. |
Taipei Taipei Hong Kong Hong Kong Hong Kong Taipei Taipei Taipei Taipei |
1994.03.01 1997.04.15 1994.07.26 2002.03.31 1999.08.06 1992.09.03 2008.04.29 2013.10.29 1992.09.03 |
1994.03.01 Jing- Tou-Shen (83) Gong-Shang Letter No.1114 (Note 1) 1997.02.25 (86) Tai-Cai-Zheng (4) Letter No.17769 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 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 |
Futures brokerage and dealer Securities investment consulting Securities dealer, brokerage, underwriting and consulting Wealth management Nominee Service Investment Trust Insurance Agent Consultation of investment management and venture capital; other unprohibited or unrestricted businesses beyond the permit Investment Trust |
644,650 $ 326,000 848,735 92,091 3,403 667,622 10,000 300,000 478 |
644,650 $ 326,000 848,735 92,091 3,403 667,622 10,000 300,000 478 |
2,699,883 $ 310,452 810,334 - - 796,561 65,304 246,211 646 |
770,510 $ 90,814 769 - - 1,589,484 119,372 12,071) ( 1,589,484 |
326,690 $ 5,705 12,246) ( 180 - 526,229 41,625 21,287) ( 526,299 |
315,877 $ 5,703 10,853) ( 180 - 223,454 41,624 21,290) ( 180 |
142,313 $ - 503,620 - - 167,751 33,496 - 136 |
Subsidiary of the Company 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 |
Note1 : As FSC was established in July, 2004, President Futures Corp. was approved 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.
Note3 : Subsidiary President Securities (HK) Ltd., President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. were approved by the board of directors in March 2022 to deal with the dissolution and liquidation matters, and the liquidation process are all currently in progress, of which President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. had remitted all funds on account on April 27, 2023 for the subsequent liquidation process.
261
-
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 million
: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) Revenue from engagement in consultation on assets management business, service contents and litigation
:None.
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262
b) Balance sheets
PRESIDENT WEALTH MANAGEMENT (HK) LTD. BALANCE SHEETS
DECEMBER 31, 2023 AND 2022
| Assets | December | December | 31,2023 | December 31,2022 Expressed in HK dollars |
December 31,2022 Expressed in HK dollars |
December 31,2022 Expressed in HK dollars |
||
|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||||
| Current assets Cash and cash equivalents Other receivables Stockholders’ current account Total current assets Total assets Liabilities and shareholders’equity |
- $ - 15,428,111 15,428,111 15,428,111 $ - $ 23,400,000 7,971,889) ( 15,428,111 15,428,111 $ |
- - 100 100 100 - 152 52) ( 100 100 |
15,266,005 $ 115,825 - 15,381,830 15,381,830 $ - $ 23,400,000 8,018,170) ( 15,381,830 15,381,830 $ |
99 1 - 100 100 - 152 52) ( 100 100 |
||||
| Current liabilities Total liabilities Shareholders’ equity Share capital Retained earnings Accumulated deficit Total shareholders’ equity Total liabilities and shareholders’ equity |
263
PRESIDENT SECURITIES (NOMINEE) LTD. BALANCE SHEETS DECEMBER 31, 2023 AND 2022
| Assets | December | December | 31,2023 | December 31,2022 Expressed in HK dollars |
December 31,2022 Expressed in HK dollars |
December 31,2022 Expressed in HK dollars |
||
|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||||
| Current assets Cash and cash equivalents Stockholders’ current account Total current assets Total assets Liabilities and shareholders’equity |
- $ 393,949 393,949 393,949 $ - $ 1,000,000 606,051) ( 393,949 393,949 $ |
- 100 100 100 - 254 154) ( 100 100 |
384,026 $ - 384,026 384,026 $ - $ 1,000,000 606,974) ( 393,026 393,026 $ |
100 - 100 100 - 254 154) ( 100 100 |
||||
| Current liabilities Total liabilities Shareholders’ equity Share capital Retained earnings Accumulated deficit Total shareholders’ equity Total liabilities and shareholders’ equity |
264
c) Statements of comprehensive income
PRESIDENT WEALTH MANAGEMENT (HK) LTD STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022
| Accounts | Year ended December 31,2023 | Expressed in HK dollars Year ended December 31,2022 |
||||
|---|---|---|---|---|---|---|
| Amount % 54,070) ($ 37) ( 54,070) ( 37) ( 199,722 137 145,652 100 - - 145,652 $ 100 Expressed in HK dollars Year ended December 31,2022 |
||||||
| Expenditures and expenses Other operating expenses Total expenditures and expenses Non-operating gains and losses Other gains and losses Profit (Loss) before tax Income tax expense Net income (loss) Accounts |
FOR | |||||
| Amount % 809) ($ 1,051 809) ( 1,051 732 951) ( 77) ( 100 - - 77) ($ 100 |
Amount % 37,226) ($ 101 37,226) ( 101 333 1) ( 36,893) ( 100 - - 36,893) ($ 100 |
|||||
| Expenditures and expenses Other operating expenses Total expenditures and expenses Non-operating gains and losses Other gains and losses Loss before tax Income tax expense Net loss |
265
d) Transactions between related parties and foreign business : None.
3) Information of overseas branches and representative office: None
4) Disclosure of investment in Mainland China
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
d) Transactions between related parties and foreign business:None.Information of overseas branches and representative office:None Disclosure of investment in Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Investee in Mainland China |
Main business activities |
Paid-in capital (Note 4) |
Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the years ended December 31,2023 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2023 |
Net income of investee as of December 31, 2023 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognized by the Company for the years ended December 31, 2023 (Note 2) |
Book value of investments in Mainland China as of December 31, 2023 |
Accumulated amount of investment income remitted back to Taiwan as of December 31,2023 |
||||
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||||
| Jin Yuan President Securities Co., Ltd. |
Securities brokering, securities dealing, securities underwriting and sponsoring service |
$6,490,500 | Directly invest in a company in Mainland China |
3,138,169 $ |
- $ |
- $ |
3,138,169 $ |
212,561) ($ |
49% | 99,004) ($ The financial statements that are audited by international accounting firm which has cooperative relationship with accounting firm in R.O.C. |
2,615,717 $ |
- $ |
|||
| Company name | Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2023 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs(MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
||||||||||||
| Jin Yuan President Securities Co.,Ltd. | $ 3,138,169 | $ 3,138,169 | $ 19,285,264 |
Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to:
-
(1) Directly invest in a company in Mainland China.
-
(2) Through investing in an existing company in the third area, which then invested in the investee in Mainland.(Please indicate investment company in the third area.)
-
(3) Others.
266
Note 2: In the ‘Investment income (loss) recognized by the Company for the year ended December 31, 2023’ column:
-
(1) It should be indicated if the investee was still in the incorporation arrangements and had not yet any profit during this period.
-
(2) Indicate the basis for investment income (loss) recognition in the number of one of the following three categories:
-
a. The financial statements that are audited and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.
-
b. The financial statements that are audited and attested by R.O.C. parent company's CPA.
-
c. Others.
Note 3: The numbers in this table are expressed in New Taiwan Dollars.
Note 4: The paid-in capital of Jin Yuan President Securities Co., Ltd. is CNY 1.5 billion.
- 5) Major shareholder information
| Major shareholder information | ||
|---|---|---|
| Major shareholder | Number of shares held(thousands) | Shareholdingratio |
| Uni-President Enterprises Corp. | 417,517 | 28.67% |
-
Note 1: The information of major shareholders in this table is based on the last business day of the end of each quarter by Taiwan Depository and Clearing Corp., which determines shareholders holding more than 5% of ordinary shares and special shares of securities firms that have completed unregistered delivery (including treasury shares). As for the share capital recorded in the financial report of the securities firm and the actual number of shares delivered by the securities firm without physical registration, there may be differences due to different calculation bases.
-
Note 2: In the case of the above information, if a shareholder delivers shares to the trust, it is disclosed in individual accounts by the trustee who opened the trust account by the trustee. As for the shareholders’ declaration of insider’s shareholding in accordance with the Securities and Exchange Act, their shareholding includes their own shareholding plus the shares delivered to the trust and the right to use the trust property. For information on insider’s equity declaration, please refer to the Market Observation Post System.
267
PRESIDENT SECURITIES CORPORATION AND
SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND
INDEPENDENT AUDITORS’ REPORT DECEMBER 31, 2023 AND 2022
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.
268
PRESIDENT SECURITIES CORPORATION
Declaration of Consolidated Financial Statements of Affiliated Enterprises
The companies included in the consolidated financial statements of affiliated enterprises prepared by the Company for 2023 (from January 1, 2023 to December 31, 2023) in accordance with Article 33 of the “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” are identical with those to be included in the consolidated financial statements of the parent company and subsidiaries in accordance with IFRS 10,“Consolidated Financial Statements”. The relevant information to be disclosed in the consolidated financial statements of affiliated enterprises has already been disclosed in the consolidated financial statements of the parent company and subsidiaries. Therefore, the Company does not prepare the consolidated financial statements of affiliated enterprises separately.
Hereby declare
PRESIDENT SECURITIES CORPORATION
Responsible person: LIN, CHUNG-SHEN
March 4, 2024
269
INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
PWCR23003601
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 (the “Group”) as at December 31, 2023 and 2022, 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 the Group as at December 31, 2023 and 2022, 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 that came into effect as endorsed by the Financial Supervisory Commission.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
270
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Group’s 2023 consolidated financial statements. 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.
Key audit matters for the Group’s 2023 consolidated financial statements are stated 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, 2023, the unlisted stocks without active market held by the Group totaled 1,168,288 thousand New Taiwan Dollars 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 Group was determined using valuation method. Management measured their fair value by using comparable listed companies in the market approach. The main assumptions of the market approach are calculated based on the latest related parameters of comparable listed companies in similar industries and considering discounts on market liquidity or assessment of risk.
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 Group. Thus, we have included the fair value measurement of unlisted stocks without active market as a key audit matter in our audit.
271
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
-
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 stocks;
-
Ascertained whether the measurement methods used by the management is commonly used by the industry;
-
Assessed the reasonableness of parameter of similar companies used by management;
-
Examined inputs and calculation formulas used in valuation models and agreed such data to supporting documents.
Impairment assessment of investments accounted for under the equity method
Description
Please refer to Note 4(14) for accounting policies on investments accounted for under the 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 the equity method.
The Group held 42.49% of equity of Uni-President Asset Management Corp. which was accounted for under the equity method, and the excess of the carrying amount over the share of the investee company’s net assets is mainly goodwill. As of December 31, 2023, the amount was 797,207 thousand New Taiwan Dollars. 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 the equity method as one of the matters of most significance to our audit.
272
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
-
Obtained the impairment assessment report prepared by an external valuation expert who was commissioned by the management and reviewed the achievement of the past financial forecast to assess its execution;
-
Assessed the reasonableness of expected future cash flows, discount rate and other significant assumptions applied in the cash flow model;
-
Inspected valuation model parameters, formula setting and the accuracy of calculation.
Other matter – Parent company only financial reports
We have audited and expressed an unqualified opinion on the parent company only financial statements of President Securities Corporation, as at and for the years ended December 31, 2023 and 2022.
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 that came into effect 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 the Group’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 the Group or to cease operations, or has no realistic alternative but to do so.
273
Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.
Auditors’ 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 auditors’ 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 the Standards on Auditing of the Republic of China 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.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
-
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.
-
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 the Group’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
274
-
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 the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ 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 auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
-
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.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group 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.
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 of the current period and are therefore the key audit matters. We describe these
275
matters in our auditors’ 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 Auditors
Lo, Chiao-Sen
For and on behalf of PricewaterhouseCoopers, Taiwan March 4, 2024
------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and finance 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 independent auditors’ report are not intended for use by those who are not informed about the accounting principles or the Standards on Auditing of 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.
276
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022
(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) |
December31,2023 AMOUNT % $5,509,978453,698,997383,078,680217,395,242121,982-1,476-9,247,169720,526,11715451,397-475,705-1,475-19,095,101141,191-49,546-74,632-125-1,725,8721131,334,68593118,280-1,168,28813,412,92432,645,0772132,026-184,153-292,437-130,674-1,246,67919,330,5387$140,665,223100 |
December31,2022 | December31,2022 |
|---|---|---|---|---|
AMOUNT$5,509,97853,698,9973,078,68017,395,2421,9821,4769,247,16920,526,117451,397475,7051,47519,095,1011,19149,54674,6321251,725,872131,334,685118,2801,168,2883,412,9242,645,077132,026184,153292,437130,6741,246,6799,330,538$140,665,223 |
AMOUNT$6,194,57324,395,8682,497,78210,533,22194,13672,3994,094,90820,783,2551,159,5773,377,63076310,140,9511,19538,28960,108431,950,96185,395,65999,2831,179,9073,512,0982,609,642165,557266,302246,506106,1461,309,7629,495,203$94,890,862 |
% | ||
| 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 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 114140 Accounts receivable-related parties 114150 Prepayments 114170 Other receivables 114600 Current tax assets 119000 Other current assets 110000 Total current assets 120000 Non-current assets 122000 Financial assets at fair value through profit or loss - non-current 123200 Financial assets at fair value through other comprehensive income - non- current 124100 Investments accounted for under the 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 - non-current 120000 Total non-current assets 906001 Total Assets |
626311--42214-11----2 |
|||
90 |
||||
-143----2 |
||||
10 |
||||
100 |
(Continued)
277
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes 6(18) 6(19) 6(20) 6(21) 6(5) 6(22) 6(23) 6(24) 6(47) 6(25) 6(27) 6(27) 6(27)(28) |
December31,2023 AMOUNT % $6,944,759521,130,9341510,471,312719,140,50614921,09311,163,50411,632,008120,497,89414852,083117,091,415123,642-614,380-2,259,58225,224,0194265,324-58,542-84,055-108,355,0527715,507-68,894-19,173-64,489-168,063-108,523,1157714,558,3131091,261-3,959,12739,253,54672,752,93621,434,309132,049,4922392,616-32,142,10823$140,665,223100 |
December31,2022 | December31,2022 |
|---|---|---|---|---|
AMOUNT$6,944,75921,130,93410,471,31219,140,506921,0931,163,5041,632,00820,497,894852,08317,091,4153,642614,3802,259,5825,224,019265,32458,54284,055108,355,05215,50768,89419,17364,489168,063108,523,11514,558,31391,2613,959,1279,253,5462,752,9361,434,30932,049,49292,61632,142,108$140,665,223 |
AMOUNT$275,0005,827,4319,157,3206,965,4241,809,3561,809,9621,806,59120,763,586265,92610,852,3942,276744,7201,582,2072,784,086161,11772,74083,21364,963,34915,41886,06111,6187,928121,02565,084,37414,558,31391,2613,877,8499,090,989816,9331,283,74729,719,09287,39629,806,488$94,890,862 |
% | ||
| 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 Non-current liabilities 225100 Non-current provisions 226000 Non-current lease liabilities 228000 Deferred tax liabilities 229000 Other liabilities-non-current 220000 Total non-current 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 |
-610722222-12-123--- |
|||
69 |
||||
---- |
||||
- |
||||
69 |
||||
15-41011 |
||||
31 |
||||
- |
||||
31 |
||||
100 |
The accompanying notes are an integral part of these consolidated financial statements.
278
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)
| Items | YearendedDecember31 2023 2022 Notes AMOUNT % AMOUNT % 6(29) $3,518,25337$3,278,162526(30) 104,284186,465155,919138,15016(31) 2,326,01224 (3,228,826) (51)91,663188,72016(32) 1,366,10414943,535153,662,857381,278,136206(33) 1,728,97018 (940,274) (15)6(34) (60,644 ) (1)482,27186(35) (1,376,328 ) (14)1,381,017226(36) (143,436 ) (1)--(295,958 ) (3)546,57198,683-11,799-6(37) (221,645 ) (2)1,473,984246(38) (1,792,083 ) (19)158,28936(39) (16,996 )-22,291-6(40) 586,9286651,046109,542,5831006,271,3361006(41) (566,639 ) (6) (550,760) (9)(8,484 )- (9,634)-6(42) (934,881 ) (10) (183,332) (3)(90,785 ) (1) (108,088) (2)(124,702 ) (2) (144,658) (2)(492 )- (2)-6(43) (3,149,201 ) (33) (2,516,485) (40)6(44) (313,273 ) (3) (276,298) (4)6(45) (2,032,604 ) (21) (1,784,465) (29)(7,221,061 ) (76) (5,573,722) (89) |
|---|---|
| 400000 Revenues 401000 Brokerage handling fee revenue 404000 Revenues from underwriting business 406000 Net gain (loss ) on wealth management 410000 Net gain (loss) on sale of operating securities 421100 Revenue from providing agency service for stock affairs 421200 Interest income 421300 Dividend income 421500 Net valuation gain (loss) on operating securities at fair value through profit or loss 421600 Net gain (loss) on covering of borrowed securities and bonds with resale agreements-short sales 421610 Net valuation gain (loss) on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss 421750 Net realized gain on financial liabilities measured at fair value through other comprehensive income 422000 Net gain (loss) on issuance of ETNs 422100 Administrative and handling fee revenues from issuance of ETNs 422200 Net gain (loss) from issuance of call (put) warrants 424400 Net gain (loss) from derivatives 425300 Expected credit impairment loss and reversal of impairment gain 428000 Other operating income Total revenues 500000/ 501000/ 502000/ Expenditures and expenses 503000 Handling charges 507000 ETNs administrative expenses 521200 Financial costs 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)
279
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)
| Items | Year ended December 31 2023 2022 Notes AMOUNT % AMOUNT % $2,321,52224$697,614116(11) 124,6302 (97,702) (1)6(46) 768,3438373,78963,214,49534973,701166(47) (324,740 ) (4) (237,456) (4)$2,889,75530$736,24512( $158,746 ) (2) $102,649184,7631 (68,904) (1)(6,620 )-1,945-6(47) 31,749- (20,530)-(59,037 )-168,8193126,3971 (126,051) (2)$18,506-$57,9281$2,908,26130$794,17313$2,878,95130$729,36812$10,804-$6,877-$2,898,17430$787,02913$10,087-$7,144-6(48) $1.98$0.50$1.97$0.50 |
|---|---|
| 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) benefit 902005Net income Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 805510 Gain (loss) on remeasurements of defined benefit plans 805540 Net unrealized gain (loss) from investments in equity instruments at fair value through other comprehensive income 805550 Other comprehensive gain (loss) of associates and joint ventures accounted for under the equity method 805599 Income tax (expense) benefit relating to components of other comprehensive income Items may be reclassified to profit of loss subsequently 805610 Translation gain (loss) on the financial statements of foreign operating entities 805615 Net unrealized gain (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 Income (loss) attributable to: 913100 Parent company 913200 Non-controlling interests Current comprehensive income (loss) 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.
280
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022
(Expressed in thousands of New Taiwan dollars)
| Notes For the year ended December 31, 2022 Balance at January 1, 2022 Net income for the year ended December 31, 2022 Other comprehensive income (loss) for the year ended December 31, 2022 Total comprehensive income (loss) Appropriations of 2021 earnings: 6(28) Legal reserve Special reserve Cash dividends Changes in non-controlling interests Balance at December 31, 2022 For the year ended December 31, 2023 Balance at January 1, 2023 Net income for the year ended December 31, 2023 Other comprehensive income (loss) for the year ended December 31, 2023 Total comprehensive income (loss) Appropriations of 2022 earnings: 6(28) Legal reserve Special reserve Cash dividends Changes in non-controlling interests Balance at December 31, 2023 |
Notes | Equity attributable | Equity attributable | to owners of the parent | to owners of the parent | to owners of the parent | to owners of the parent | Non-controlling interests |
Totalequity | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Commonstock | Capital reserve |
R | etained earnings | Otherequityinterest | Total | |||||||||||||
| Legal reserve | Special reserve | Unappropriated earnings |
Translation gain and loss on the financial statements of foreign operating entities |
a |
Unrealised gain or loss on financial ssets measured at fair value through other comprehensive income |
|||||||||||||
$ 14,558,313-------$ 14,558,313$ 14,558,313-------$ 14,558,313 |
$ 91,261-------$ 91,261$ 91,261-------$ 91,261 |
$ 3,487,748 ---390,101---$ 3,877,849 $ 3,877,849 ---81,278---$ 3,959,127 |
$ 8,314,199----776,790--$ 9,090,989$ 9,090,989----162,557--$ 9,253,546 |
$ 3,922,562729,36883,415812,783(390,101 )(776,790 )( 2,751,521 )-$ 816,933$ 816,9332,878,951(131,339 )2,747,612(81,278 )(162,557 )(567,774 )-$ 2,752,936 |
($65,809 )-168,819168,819----$103,010$103,010-(59,037 )(59,037 )----$43,973 |
$ 1,375,310-(194,573 ) (194,573 ) ----$ 1,180,737$ 1,180,737-209,599209,599----$ 1,390,336 |
$ 31,683,584729,36857,661787,029--(2,751,521 )-$ 29,719,092$ 29,719,0922,878,95119,2232,898,174--(567,774 )-$ 32,049,492 |
$83,0466,8772677,144---(2,794 )$87,396$87,39610,804(717 )10,087---(4,867 )$92,616 |
$ 31,766,630736,24557,928794,173--(2,751,521 )(2,794 )$ 29,806,488$ 29,806,4882,889,75518,5062,908,261--(567,774 )(4,867 )$ 32,142,108 |
The accompanying notes are an integral part of these consolidated financial statements.
281
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2023 AND 2022
(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 Net valuation (gain) loss on operating securities at fair value through profit or loss Net valuation (gain) loss on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss Expected impairment loss and reversal of impairment gain Depreciation Amortization Financial expense Interest income (include financial income) Dividend income Share of the profit of associates and joint ventures accounted for under the equity method (Gain) loss on disposal of property and equipment (Gain) loss from lease modification (Gain) loss on valuation of non-operating financial instrument Impairment loss of non-financial assets 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 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 Accounts receivable-related parties Prepayments Other receivables Other current assets Net changes in liabilities relating to operating activities Financial liabilities at fair value through profit or loss Bonds sold under repurchase agreements 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 |
Year ended December 31 Notes 2023 2022 $3,214,495 $973,7016(2)(33) (1,728,970 )940,2746(35) 1,376,328 (1,381,017 )6(39) 17,916 (20,944 )6(44) 234,094218,8246(44) 79,17957,4746(42) 934,881183,3326(32)(46) (1,939,759 ) (1,173,506 )(3,695,724 ) (1,307,234 )6(11) (124,630 )97,7026(12) 894(1 ) (98 )6(46) (9,112 )12,551-15,244(27,583,578 )8,211,928(356,049 ) (2,259,620 )-27,401(6,880,485 )7,830,64892,154 (64,206 )70,923 (47,466 )(5,152,261 ) (2,512,915 )257,138552,277708,180 (758,558 )2,901,925 (1,940,335 )(712 )56(8,795,781 )6,619,8484 (48 )(10,977 ) (13,277 )9,420 (2,273 )225,0897,011,085(62,336 )2,365,73512,175,082 (2,677,616 )(888,263 )606,769(646,458 )250,800(174,583 ) (162,616 )(265,692 ) (564,588 )586,157167,9306,183,634 (7,548,751 )1,366 (1,761 )(130,340 ) (4,997,380 )668,702 (1,048,366 )2,439,933 (2,199,053 )842 (635 ) |
|---|---|
(Continued)
282
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2023 AND 2022
(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 investments accounted for under the equity method Acquisition of property and equipment Acquisition of intangible assets (Increase) decrease in other non-current assets (Increase) decrease 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 Increase (decrease) in other non-current liabilities Payments of lease liabilities Interest paid Distribution of cash dividends Changes in non-controlling interest Net cash flows from (used in) financing activities Effect of exchange rate changes on cash and cash equivalents Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Year ended December 31 Notes 2023 2022 ( $26,268,180 ) $5,461,3201,742,3071,167,3603,851,9361,501,361(205,839 ) (679,619 )(20,879,776 )7,450,422- (656,781 )6(12) (65,232 ) (106,194 )6(16) (30,338 ) (51,645 )(46,982 )72,822(127,016 ) (201,230 )(269,568 ) (943,028 )6,669,759 (315,000 )15,320,000 (2,820,000 )(3,564 ) (328 )(76,663 ) (93,056 )(870,191 ) (166,292 )(567,774 ) (2,751,521 )(4,867 ) (2,794 )20,466,700 (6,148,991 )(1,951 )79,158(684,595 )437,5616,194,5735,757,012$5,509,978 $6,194,573 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
283
PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2023 AND 2022
(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, 2023, the Company had 31 operating branches (including the Head Office), and established Offshore Securities Unit in July 2014.
-
2) The Company and its 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 1,690 and 1,714 as of December 31, 2023 and 2022, respectively.
-
THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION
-
These consolidated financial statements were authorized for issuance by the Board of Directors on March 4, 2024.
-
APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS 1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS[®] ”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments that came into effect as endorsed by FSC and became effective from 2023 are as follows:
| and became effective from 2023 are as follows: | |
|---|---|
| New Standards,Interpretations and Amendments | Effective Date by International Accounting Standards Board |
| Amendments to IAS 1, ‘Disclosure of accounting policies’ | January 1, 2023 |
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| New Standards,Interpretations and Amendments | Effective Date by International Accounting Standards Board |
|---|---|
| Amendments to IAS 8, ‘Definition of accounting estimates’ Amendments to IAS 12, ‘Deferred tax related to assets and liabilities arising from a single transaction’ Amendments to IAS 12, ‘International tax reform - pillar two model rules’ |
January 1, 2023 January 1, 2023 May 23, 2023 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
2) Effect of new issuances of or amendments to IFRS Accounting Standards effect as endorsed
by the FSC but not yet adopted by the Group.
New standards, interpretations and amendments endorsed by the FSC and will become effective from 2024 are as follows:
| New Standards,Interpretations and Amendments Amendments to IFRS 16, ‘Lease liability in a sale and leaseback’ Amendments to IAS 1, ‘Classification of liabilities as current or non- current’ Amendments to IAS 1, ‘Non-current liabilities with covenants’ Amendments to IAS 7 and IFRS 7, ‘Supplier finance arrangements’ |
Effective Date by International Accounting Standards Board |
|---|---|
| January 1, 2024 January 1, 2024 January 1, 2024 January 1, 2024 |
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) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:
| New Standards,Interpretations and Amendments Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ IFRS 17, ‘Insurance contracts’ Amendments to IFRS 17, ‘Insurance contracts’ Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 - comparative information’ Amendment to IAS 21, ‘Lack of Convertibility’ |
Effective Date by International Accounting Standards Board |
|---|---|
| To be determined by International Accounting Standards Board January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2025 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
285
4. SUMMARY OF MATERIAL 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 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 that came into effect as endorsed by the Financial Supervisory Commission (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.
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.
286
-
(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.
(Blank below)
287
B. Subsidiaries included in the consolidated financial statements:
| Name of Investor |
Name of Subsidiary | Main Business Activities Futures brokerage and dealer Securities investment consulting Securities dealer, brokerage, underwriting and consulting Insurance Agent Consultation of investment management and venture capital; other unprohibited or unrestricted businesses beyond the permit Wealth management Nominee Service |
Ownership (%) | Ownership (%) |
|---|---|---|---|---|
| December 31,2023 96.69% 100% 100% 100% 100% 100% 100% |
December 31,2022 | |||
| The Company 〃〃〃〃〃〃 |
President Futures Corp. (President Futures) President Capital Management Corp. (President Capital Management) President Securities (HK) Ltd.(President Securities (HK)) (Note 1) President Insurance Agency Corp. (President Insurance Agency) PSC Venture Capital Investment Company Limited (President Venture Capital) President Wealth Management(HK) Ltd.(President Wealth Management (HK)) (Note 1) President Securities (Nominee) Ltd. (President Securities (Nominee)) (Note 1) |
96.69% 100% 100% 100% 100% 100% 100% |
Note1 : Subsidiary President Securities (HK) Ltd., President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. were approved by the board of directors in March 2022 to deal with the dissolution and liquidation matters, and the liquidation process are all currently in progress, of which President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. had remitted all funds on account on April 27, 2023 for the subsequent liquidation process.
288
-
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. The consolidated financial statements are presented in New Taiwan Dollars.
-
B. Foreign currency transactions and balances
-
Foreign currency transactions 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
-
289
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 maturing within one year 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.
-
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
290
- (B) The assets’ contractual cash flows represent solely payments of principal and interest.
-
B. On a regular way purchase or sale basis, available-for-sale financial assets 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 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
291
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-associates
-
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-associates
-
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.
-
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 reserve’ 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
292
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.
-
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:
| of the change. The estimated useful lives | of property |
|---|---|
| Buildings Equipment Leasehold improvements |
Useful lives |
| 5~50 years 3~10 years 3~5 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.
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16) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities
-
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.
-
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.
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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 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.
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- 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 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
296
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 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.
297
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 balance sheet 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) and does not give rise to equal taxable and deductible temporary differences. 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 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.
298
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.
-
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 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 (including the influence of COVID 19) 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
299
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 the 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 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.
300
6. DETAILS OF SIGNIFICANT ACCOUNTS
1) Cash and cash equivalents
| TAILS OF SIGNIFICANT ACCOUNTS Cash and cash equivalents |
||
|---|---|---|
| Petty cash Checking deposits Current deposits: Deposits denominated in NTD Deposits denominated in foreign currencies Time deposits Total |
December 31,2023 150 $ 608,351 811,348 722,937 3,367,192 5,509,978 $ |
December 31,2022 |
| 150 $ 533,970 565,586 1,432,460 3,662,407 |
||
| 6,194,573 $ |
As of December 31, 2023 and 2022, the annual interest rates of time deposits, including foreign time deposits were 0.555%~5.500% and 0.335%~5.150%, respectively.
2) Financial assets at fair value through profit or loss
| December 31,2023 | December 31,2022 | |||
|---|---|---|---|---|
| Current items: | ||||
| Financial assets mandatorily measured at fair | ||||
| value through profit or loss: | ||||
| Security lending | ||||
| Security lending | $ | 89,389 |
$ | 208 |
| Adjustment of security lending | ( | 1,613) | ( | 45) |
| Total | 87,776 | 163 | ||
| Open-ended funds, money market instruments | ||||
| and securities investment by brokers | ||||
| Open-ended mutual funds beneficiary | 240,985 | 156,336 | ||
| Exchange-traded funds | 65,080 | 36,450 | ||
| Subtotal | 306,065 | 192,786 | ||
| Adjustment of open-ended funds, money | ||||
| market instruments and securities investment | ||||
| by brokers | 11,488 | ( | 2,653) | |
| Total | 317,553 | 190,133 | ||
| Trading securities-dealer | ||||
| Listed (TSE and OTC) stocks | 6,431,803 | 2,701,353 | ||
| Government bonds | 1,693,534 | 850,036 | ||
| Corporate bonds | 4,054,695 | 1,575,767 | ||
| Convertible corporate bonds | 1,358,491 | 487,753 | ||
| Emerging stocks | 259,975 | 156,736 | ||
| Overseas stocks | 12,310,430 | 3,838,545 | ||
| Exchange-traded funds | 2,572,774 | 2,375,510 | ||
| Unlisted stocks | 170,943 | 138,121 | ||
| Subtotal | 28,852,645 | 12,123,821 | ||
| Adjustment of trading securities - dealer | 623,506 | ( | 107,376) | |
| Total | 29,476,151 | 12,016,445 |
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| Trading securities-underwriter Listed (TSE and OTC) stocks Convertible corporate bonds Subtotal Adjustment of trading securities - underwriter Total Trading securities-hedging Listed (TSE and OTC) stocks Convertible corporate bonds Corporate bonds Warrants Overseas stocks Exchange traded funds Subtotal Adjustment of trading securities - hedging Total Options bought-futures Futures Margin-Own Funds 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 Others Subtotal Adjustment of trading securities Total |
December 31,2023 December 31,2022 $ 95,604 $ 2,122 602,696 728,535 698,300 730,657 175,242 58,520 873,542 789,177 8,028,344 2,758,422 9,315,389 3,371,436 100,000 - 15,694 24,283 104,122 190,309 15,141 7,320 17,578,690 6,351,770 527,952 (287,674) 18,106,642 6,064,096 5,547 11,935 4,830,957 5,318,882 829 5,037 $53,698,997 $24,395,868 December 31,2023 December 31,2022 49,829 $ 49,779 $ 435 2,609 50,000 35,000 100,264 87,388 18,016 11,895 $118,280 $ 99,283 |
December 31,2022 |
|---|---|---|
| $ 2,122 728,535 |
||
| 730,657 58,520 |
||
| 789,177 | ||
| 2,758,422 3,371,436 - 24,283 190,309 7,320 |
||
| 6,064,096 | ||
| 11,935 | ||
| 5,318,882 | ||
| 5,037 | ||
| $24,395,868 | ||
| December 31,2022 | ||
| 49,779 $ 2,609 35,000 |
||
| 87,388 11,895 |
||
| $ 99,283 |
-
a. For the years ended December 31, 2023 and 2022, net realized and unrealized gains (losses) on financial assets and liabilities at fair value through profit or loss amounted to $317,007 and ($115,169) 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).
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3) Financial assets at fair value through other comprehensive income
| Current items: Equity instruments: Trading securities-dealer Listed (TSE and OTC) stocks Adjustment of trading securities - dealer Subtotal Debt instruments: Trading securities-dealer Overseas bonds Adjustment of trading securities - dealer Subtotal Total Non-current items: Equity instruments: Unlisted stocks Adjustment of trading securities Total |
December 31,2023 December 31,2022 189,812 $ 189,812 $ 205,719 109,338 395,531 299,150 2,681,326 2,317,088 1,823 118,456) ( 2,683,149 2,198,632 3,078,680 $ 2,497,782 $ December 31,2023 December 31,2022 37,565 $ 37,565 $ 1,130,723 1,142,342 1,168,288 $ 1,179,907 $ |
|---|---|
- a. The Group has elected to classify stocks investments that are considered to be strategic investments and receive steady dividend as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $1,563,819 and $1,479,057 as at December 31, 2023 and 2022, respectively.
| $1,479,057 as at December 31, 2023 and 2022, respectively. | $1,479,057 as at December 31, 2023 and 2022, respectively. | $1,479,057 as at December 31, 2023 and 2022, respectively. | $1,479,057 as at December 31, 2023 and 2022, 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: | ||||
| Equity instruments at fair value through | Year ended | Year ended | |||
| other comprehensive income | December 31,2023 | December 31,2022 | |||
| Fair value change recognised in other | |||||
| comprehensive income - parent company | $ | 85,564 |
($ | 69,100) |
|
| Fair value change recognised in other | |||||
| comprehensive income - non-controlling | |||||
| interest | ( | 801) | 196 | ||
| Total | $ | 84,763 | ($ | 68,904) | |
| Dividend income recognised in profit or loss | |||||
| Held at end of period | $ | 34,087 | $ | 34,609 | |
| Debt instruments at fair value through | Year ended | Year ended | |||
| other comprehensive income | December 31,2023 | December 31,2022 | |||
| Fair value change recognised in other | |||||
| comprehensive income | $ | 126,397 | ($ | 126,051) | |
| Interest income recognised in profit or loss | $ | 95,230 | $ | 26,163 |
-
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.
-
d. Information relating to credit risk is provided in Note 12(2).
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4) Margin loans receivable
Margin loans receivable were secured by the securities purchased by customers under margin loans. The annual interest rate was 6.4%.
5) 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 31,2023 14,568,406 $ 3,207,614 2,749,733 364 20,526,117 $ |
December 31,2022 |
| 14,648,460 $ 3,713,648 2,420,946 201 |
||
| 20,783,255 $ |
The difference between the customer margin deposits accounts and futures traders’ equity as of December 31, 2023 and 2022 were outlined below:
| December 31,2023 | December 31,2023 | December 31,2022 | December 31,2022 | |||
|---|---|---|---|---|---|---|
| Customer margin deposits accounts | $ | 20,526,117 |
$ | 20,783,255 |
||
| Futures trading margins receivable | - | 2 | ||||
| Add: Early customer margin deposits | 8,915 | 9,962 | ||||
| Less: Service fee income pending for transfer | ( | 29,470) |
( | 11,628) |
||
| Futures exchange tax pending for transfer | ( | 725) |
( | 872) |
||
| Net interest income pending for transfer | - | ( | 6,920) |
|||
| Temporary receipts | ( | 6,943) | ( | 10,213) | ||
| Futures trader’s equity | $ | 20,497,894 | $ | 20,763,586 |
6) Accounts receivable
| Accounts receivable | ||||
|---|---|---|---|---|
| December 31,2023 | December 31,2022 | |||
| Accounts receivable - related parties | $ | 1,191 | $ | 1,195 |
| Accounts receivable - non related parties | ||||
| Settlement price receivable-brokers | $ | 13,698,197 |
$ | 8,317,064 |
| Settlement price receivable-dealer | 1,473,114 | 87,067 | ||
| Settlement price receivable-foreign bonds | 916,071 | 757,711 | ||
| Spot exchange receivable, foreign currencies | 37,393 | 47,624 | ||
| Interest receivable | 478,227 | 315,061 | ||
| Settlement price | 1,780,200 | 438,735 | ||
| Others | 712,540 | 178,348 | ||
| Subtotal | 19,095,742 | 10,141,610 | ||
| Less: Allowance for uncollectable accounts | ( | 641) | ( | 659) |
| Total | $ | 19,095,101 | $ | 10,140,951 |
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- A. The ageing analysis of accounts receivable that were past due but not impaired is as follows:
| ollows: | |||||||
|---|---|---|---|---|---|---|---|
| Accounts receivable Accounts receivable - related parties Accounts receivable - non related parties Total Accounts receivable Accounts receivable - related parties Accounts receivable - non related parties Total |
December | 31,2023 | |||||
| Up to 30 days |
31 to 90 days |
91 to 180 days |
181 days to 12 months |
More than 12 months |
Total | ||
| 763 $ 18,635,202 18,635,965 $ |
428 $ 119,962 120,390 $ |
- $ 151,182 151,182 $ December |
- $ 122,488 122,488 $ 31,2022 |
- $ 66,908 66,908 $ |
1,191 $ 19,095,742 |
||
| 19,096,933 $ |
|||||||
| Up to 30 days |
31 to 90 days |
91 to 180 days |
181 days to 12 months |
More than 12 months |
Total | ||
| 1,195 $ 9,837,104 9,838,299 $ |
- $ 46,581 46,581 $ |
- $ 52,096 52,096 $ |
- $ 95,860 95,860 $ |
- $ 109,969 109,969 $ |
1,195 $ 10,141,610 |
||
| 10,142,805 $ |
Note : The above ageing analysis was based on invoice date.
- B. Information relating to credit risk is provided in Note 12(2).
7) Other receivables
| Other receivables | ||||||
|---|---|---|---|---|---|---|
| December | 31,2023 | December | 31,2022 | |||
| Interest receivable | $ | 54,949 |
$ | 31,085 |
||
| Others | 19,958 | 29,378 | ||||
| Subtotal | 74,907 | 60,463 | ||||
| Less: Allowance for uncollectible accounts | ( | 275) |
( | 355) |
||
| Total | $ | 74,632 | $ | 60,108 |
Information relating to credit risk is provided in Note 12(2).
8) Other current assets
| Other current assets | ||
|---|---|---|
| Pending settlements Pledged time deposits Deposits-in for foreign currency securities Underwriting share proceeds collected on behalf of customers Amounts held for each customer in the account Others Total |
December 31,2023 282,289 $ 400,000 47,264 90,245 852,083 53,991 1,725,872 $ |
December 31,2022 |
| 196,758 $ 400,000 808,290 249,404 265,926 30,583 |
||
| 1,950,961 $ |
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9) 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:
| liabilities are analysed below: | liabilities are analysed below: | |
|---|---|---|
| December 31,2023 | 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 17,723,768 $ Financial assets measured at fair value through other comprehensive income Repurchase agreement 2,651,447 December 31,2022 |
Carrying amount of transferred financial assets |
|
| 16,573,700 $ 2,566,806 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 |
|
| 4,814,535 $ 2,198,632 |
4,738,787 $ 2,226,637 |
10) 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.
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-
B. The offsetting of financial assets and financial liabilities are set as follows:
-
(1)Financial assets
| (1)Financial assets | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| December | 31,2023 | |||||||||
| 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 829 $ - $ Not set off in the balance sheet |
Net amount | |||||
| Financial instruments |
||||||||||
| 829 $ |
- $ December |
829 $ 31,2022 |
829 $ |
- $ |
||||||
| 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 5,037 $ - $ Not set off in the balance sheet |
Net amount | |||||
| Financial instruments |
||||||||||
| 5,037 $ |
- $ |
5,037 $ |
5,037 $ |
- $ |
||||||
307
(2) Financial liabilities
==> picture [655 x 248] intentionally omitted <==
----- Start of picture text -----
December 31, 2023
Gross amounts of Gross amounts of Net amounts of financial Not set off in the balance sheet
recognised financial recognised financial assets liabilities presented in the Financial Cash collateral
Description liabilities set off in the balance sheet balance sheet instruments received Net amount
Derivative financial
instruments $ 33,039 $ - $ 33,039 $ 829 $ - $ 32,210
Bonds sold under
repurchase agreements 13,998,281 - 13,998,281 13,998,281 - -
Total $ 14,031,320 $ - $ 14,031,320 $ 13,999,110 $ - $ 32,210
December 31, 2022
Gross amounts of Gross amounts of Net amounts of financial Not set off in the balance sheet
recognised financial recognised financial assets liabilities presented in the Financial Cash collateral
Description liabilities set off in the balance sheet balance sheet instruments received Net amount
Derivative financial
instruments $ 8,320 $ - $ 8,320 $ 5,037 $ - $ 3,283
Bonds sold under
repurchase agreements 4,718,843 - 4,718,843 4,718,843 - -
Total $ 4,727,163 $ - $ 4,727,163 $ 4,723,880 $ - $ 3,283
----- End of picture text -----
308
11) Investments accounted for under the equity method
| nvestments accounted for under the equity method | ||
|---|---|---|
| Uni-President Asset Management Corp. Jin Yuan President Securities Co., Ltd. |
December 31,2023 797,207 $ 2,615,717 3,412,924 $ |
December 31,2022 |
| 748,080 $ 2,764,018 |
||
| 3,512,098 $ |
-
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, 2023 and 2022 were $124,630 and ($97,702), respectively.
-
B. The Group holds 42.49% of the equity of Uni-President Asset Management Corp., making it the single largest shareholder of the company, while the other equity is mainly held by the other 19 shareholders. Half of the voting rights of the shareholders attending the shareholders meeting exceeds the voting rights of the Group, and the Group does not take an active role in the management of the company. This shows that the Group has no actual ability to direct relevant activities. The Group has no control over Uni-President Asset Management Corp., but has significant influence over it.
-
C. The financial information of the Group’s principal associates is summarized as follows:
-
(a) The basic information of the associates that are material to the Group is as follows:
Princial
| Princial | |||||
|---|---|---|---|---|---|
| Companyname | place of businesss |
Shareholdingratio | Nature of relationship |
Methods of measurement |
|
| Uni-President Asset Management Corp. Jin Yuan President Securities Co., Ltd. (Note) |
Taipei city Xiamen |
December 31,2023 | December 31,2022 | Associate Associate |
Equity method Equity method |
| 42.49% 49% |
42.49% 49% |
Note: The Company participated in the cash capital increase of Jin Yuan President Securities Co., Ltd. in proportion to its shareholdings in the third quarter of 2022.
- (b) The summarized financial information of the associates that are material to the Group is as follows:
Balance sheet
Uni-President Asset Management Corp.
| follows: Balance sheet |
Uni-President Asset | Management Corp. |
|---|---|---|
| Current assets Non-current assets Current liabilities Non-current liabilities Total net assets Share in associate net assets Goodwill and others Carrying amount of the associate |
December 31,2023 | December 31,2022 |
| 1,132,776 $ 822,436 443,166) ( 58,583) ( 1,453,463 $ 617,685 $ 179,522 797,207 $ |
944,707 $ 784,976 334,677) ( 57,145) ( 1,337,861 $ 568,558 $ 179,522 748,080 $ |
309
Balance sheet
| Balance sheet | ||
|---|---|---|
| Current assets Non-current assets Current liabilities Non-current liabilities Total net assets Share in associate net assets Carrying amount of the associate |
Jin Yuan President | Securities Co.,Ltd. |
| December 31,2023 | December 31,2022 | |
| 5,641,883 $ 243,503 487,824) ( 59,363) ( 5,338,199 $ 2,615,717 $ 2,615,717 $ |
6,937,077 $ 233,398 1,491,521) ( 38,100) ( 5,640,854 $ 2,764,018 $ 2,764,018 $ |
Statement of comprehensive income
| Statement of comprehensive income | |||
|---|---|---|---|
| Revenue Profit for the period from continuing operations Other comprehensive income (loss) - net of tax Total comprehensive income (loss) Dividends received from associates |
Year ended December 31,2023 Year ended December 31,2022 1,589,484 $ 1,269,129 $ 526,229 $ 435,683 $ 15,577) ( 4,577 510,652 $ 440,260 $ 167,887 $ 199,809 $ Uni-President Asset Management Corp. |
||
| Year ended December 31,2023 |
|||
| 1,589,484 $ 526,229 $ 15,577) ( 510,652 $ 167,887 $ |
1,269,129 $ 435,683 $ 4,577 440,260 $ 199,809 $ |
Revenue Loss for the period from continuing operations Total comprehensive income (loss)
| Jin Yuan President | Securities Co.,Ltd. | Securities Co.,Ltd. |
|---|---|---|
| Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 462,028 $ 212,561) ($ 212,561) ($ |
119,529 $ 577,258) ($ 577,258) ($ |
12) Property and equipment
| Property and equipment | |||||||
|---|---|---|---|---|---|---|---|
| January1 | Year ended December | 31,2023 | |||||
| Land | Buildings | Equipment | Leasehold improvements |
Total | |||
| Cost Accumulated depreciation and impairment Total January 1 Additions Disposal Reclassifications Depreciation December 31 |
1,680,129 $ - 1,680,129 $ 1,680,129 $ - - 57,922 - 1,738,051 $ |
1,140,158 $ 520,097) ( 620,061 $ 620,061 $ 670 - 25,340 41,255) ( 604,816 $ |
500,641 $ 206,465) ( 294,176 $ 294,176 $ 63,014 89) ( 39,571 107,050) ( 289,622 $ |
47,035 $ 31,759) ( 15,276 $ 15,276 $ 1,548 - 681 4,917) ( 12,588 $ |
3,367,963 $ 758,321) ( 2,609,642 $ 2,609,642 $ 65,232 89) ( 123,514 153,222) ( 2,645,077 $ |
||
| 2,645,077 $ |
310
Year ended December 31, 2023
| December 31 | Land | Buildings | Buildings | Equipment | Leasehold improvements |
Total | |
|---|---|---|---|---|---|---|---|
| Cost Accumulated depreciation and impairment Total January1 |
1,738,051 $ - 1,738,051 $ |
34,050 $ 21,462) ( 12,588 $ 31,2022 |
3,513,102 $ 868,025) ( 2,645,077 $ 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 |
1,110,116 $ 488,075) ( 622,041 $ 622,041 $ 2,701 - 34,671 39,352) ( 620,061 $ Buildings |
313,717 $ 177,406) ( 136,311 $ 136,311 $ 101,862 4) ( 133,157 77,150) ( 294,176 $ Equipment |
35,121 $ 26,474) ( 8,647 $ 8,647 $ 1,631 - 9,581 4,583) ( 15,276 $ Leasehold improvements |
3,139,083 $ 691,955) ( 2,447,128 $ 2,447,128 $ 106,194 4) ( 177,409 121,085) ( 2,609,642 $ Total |
||
| Cost Accumulated depreciation and impairment Total |
1,680,129 $ - 1,680,129 $ |
1,140,158 $ 520,097) ( 620,061 $ |
500,641 $ 206,465) ( 294,176 $ |
47,035 $ 31,759) ( 15,276 $ |
3,367,963 $ 758,321) ( 2,609,642 $ |
-
A. No interest was capitalized for property and equipment for the years ended December 31, 2023 and 2022.
-
B. The information on property and equipment pledged or restricted as of December 31, 2023 and 2022 is described in Note 8.
- 13) Leasing arrangements lessee
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.
311
- 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 Buildings Transportation equipment (Business vehicles) Office equipment (Photocopiers) Total |
December 31,2023 | December 31,2022 | ||
|---|---|---|---|---|
| CarryingAmount | CarryingAmount | |||
| 111,575 $ 15,296 5,155 132,026 $ Year ended December 31,2023 |
141,233 $ 16,576 7,748 165,557 $ Year ended December 31,2022 |
|||
| Depreciation charge | Depreciation charge | |||
| 69,325 $ 6,693 2,810 78,828 $ |
86,236 $ 6,655 2,748 95,639 $ |
-
C. For the years ended December 31, 2023 and 2022, the additions to right-of-use assets amounted to $45,385 and $66,442, respectively.
-
D. The information on income and expense accounts relating to lease contracts is as follows:
| Items affecting profit or loss | Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| Interest expense on lease liabilities Expense on short-term lease contracts Expense on variable lease payment |
1,106 $ 10,358 116 |
1,234 $ 4,241 100 |
- E. For the years ended December 31, 2023 and 2022, the Group’s total cash outflow for leases amounted to $88,243 and $ 98,631, respectively.
14) Leasing arrangements – lessor
-
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 years ended December 30, 2023 and 2022, the Group recognized rent income in the amount of $15,597 and $17,980, respectively, based on the operating lease agreement, which does not include variable lease payments.
312
C. The maturity analysis of the lease payments under the operating leases is as follows:
| 2023 2024 2025 2026 2027 2028 Total |
December 31,2023 | December 31,2022 | ||
|---|---|---|---|---|
| - $ 4,488 2,420 2,420 2,420 1,638 13,386 $ |
18,299 $ 4,850 - - - - 23,149 $ |
15) Investment property
| Investment property | |||||||
|---|---|---|---|---|---|---|---|
| Year ended December 31, | 2023 | ||||||
| January1 | Land | Buildings | Total | ||||
| Cost | $ | 198,099 |
$ | 107,076 |
$ | 305,175 |
|
| Accumulated depreciation and impairment | - | ( | 38,873) | ( | 38,873) | ||
| Total | $ | 198,099 | $ | 68,203 | $ | 266,302 | |
| January 1 | $ | 198,099 |
$ | 68,203 |
$ | 266,302 |
|
| Reclassifications | ( | 57,923) |
( | 22,182) |
( | 80,105) |
|
| Depreciation | - | ( | 2,044) | ( | 2,044) | ||
| December 31 | $ | 140,176 | $ | 43,977 | $ | 184,153 | |
| December 31 | Land | Buildings | Total | ||||
| Cost | $ | 140,176 |
$ | 72,533 |
$ | 212,709 |
|
| Accumulated depreciation and impairment | - | ( | 28,556) | ( | 28,556) | ||
| Total | $ | 140,176 | $ | 43,977 | $ | 184,153 | |
| Year ended December 31, | 2022 | ||||||
| January1 | Land | Buildings | Total | ||||
| Cost | $ | 198,099 |
$ | 107,076 |
$ | 305,175 |
|
| Accumulated depreciation and impairment | - | ( | 36,773) | ( | 36,773) | ||
| Total | $ | 198,099 | $ | 70,303 | $ | 268,402 | |
| January 1 | $ | 198,099 |
$ | 70,303 |
$ | 268,402 |
|
| Reclassifications | - | - | - | ||||
| Depreciation | - | ( | 2,100) | ( | 2,100) | ||
| December 31 | $ | 198,099 | $ | 68,203 | $ | 266,302 | |
| December 31 | Land | Buildings | Total | ||||
| Cost | $ | 198,099 |
$ | 107,076 |
$ | 305,175 |
|
| Accumulated depreciation and impairment | - | ( | 38,873) | ( | 38,873) | ||
| Total | $ | 198,099 | $ | 68,203 | $ | 266,302 |
A. For the years ended December 31, 2023 and 2022, rental income from the lease of the investment property were $13,189 and $16,661 respectively, and direct operating expenses arising from the investment property were $3,632 and $3,667, respectively.
- B. Details of fair value of investment property are provided in Note 12(5).
313
16) Intangible assets
| Intangible assets | ||||||
|---|---|---|---|---|---|---|
| January1 | Year ended December 31,2023 | |||||
| Computer software |
Goodwill | |||||
| Cost Accumulated amortization and impairment Total January 1 Additions Reclassifications Amortization December 31 December 31 |
362,033 $ 193,242) ( 168,791 $ 168,791 $ 30,338 94,670 79,059) ( 214,740 $ Computer software |
42,004 $ - 42,004 $ 42,004 $ - - - 42,004 $ Goodwill |
||||
| Cost Accumulated amortization and impairment Total January1 |
472,236 $ 257,496) ( 214,740 $ |
|||||
| Computer sofware |
Goodwill | Customer relationships and others Total 89,929 $ 405,273 $ 54,199) ( 209,805) ( 35,730 $ 195,468 $ 35,730 $ 195,468 $ - 51,645 - 56,564 19) ( 57,171) ( 35,711 $ 246,506 $ Customer relationships and others Total 89,929 $ 493,966 $ 54,218) ( 247,460) ( 35,711 $ 246,506 $ |
||||
| Cost Accumulated amortization and impairment Total January 1 Additions Reclassifications Amortization December 31 December 31 |
273,340 $ 155,606) ( 117,734 $ 117,734 $ 51,645 56,564 57,152) ( 168,791 $ Computer software |
42,004 $ - 42,004 $ 42,004 $ - - - 42,004 $ Goodwill |
||||
| Cost Accumulated amortization and impairment Total |
362,033 $ 193,242) ( 168,791 $ |
42,004 $ - 42,004 $ |
314
-
A. No interest was capitalized for intangible assets for the years ended December 31, 2023 and 2022.
-
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 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:
| follows: | ||
|---|---|---|
| Growth rate Discount rate |
Brokerage Segment Year ended December 31,2023 0.00% 12.68% |
Brokerage Segment |
| Year ended December 31,2022 | ||
| 0.00% 13.26% |
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 non-current assets
| December 31,2023 | December 31,2023 | December 31,2022 | December 31,2022 | |||
|---|---|---|---|---|---|---|
| Operation guaranteed deposits | $ | 655,000 |
$ | 655,000 |
||
| Clearing and settlement fund | 308,649 | 316,017 | ||||
| Refundable deposits | 225,738 | 196,823 | ||||
| Deferred expenses | 22 | 131 | ||||
| Prepaid pension expenses | 4,013 | 77,193 | ||||
| Prepayment for equipment | 50,757 | 62,098 | ||||
| Overdue receivables | 1,965 | 8,224 | ||||
| Others | 2,500 | 2,500 | ||||
| Subtotal | 1,248,644 | 1,317,986 | ||||
| Less: Allowance for | ||||||
| uncollectible accounts | ( | 1,965) |
( | 8,224) |
||
| Total | $ | 1,246,679 | $ | 1,309,762 | ||
| Short-term loans | ||||||
| December31,2023 | December31,2022 | |||||
| Unsecured loans | $ | 6,944,759 | $ | 275,000 |
18) Short-term loans
As of December 31, 2023 and 2022, the interest rates of short-term loans, including foreign interest rates were 1.650%~5.910% and 1.700%, respectively.
315
19) Commercial papers payable
| 20) | As of December 31, 2023 and 2022, the interest rates of commercial papers, including foreign interest rates were 1.460%~1.580% and 1.250%~1.400%, respectively. Financial liabilities at fair value through profit or loss-current December 31,2023 December 31,2022 Face value 21,150,000 $ 5,830,000 $ Less: discount on commercial papers payable 19,066) ( 2,569) ( Total 21,130,934 $ 5,827,431 $ December 31,2023 December 31,2022 Liabilities on sale of borrowed securities - hedged 490,037 $ 1,769,451 $ Valuation adjustment on liabilities on sale of borrowed securities - hedged 27,380 47,847) ( Liabilities on sale of borrowed securities - non-hedged 5,270,361 6,668,328 Valuation adjustment on liabilities on sale of borrowed securities - non-hedged 389,037 912,064) ( Subtotal 6,176,815 7,477,868 Issuance of call (put) warrants 14,926,912 8,388,823 Loss (gain) on price fluctuation 2,567,109) ( 3,700,001) ( Market value (A) 12,359,803 4,688,822 Warrants redeemed 13,268,465) ( 6,461,030) ( Loss on price fluctuation 1,944,352 2,084,404 Market value (B) 11,324,113) ( 4,376,626) ( Warrants - net (A+B) 1,035,690 312,196 Options sold - TAIFEX 9,671 3,970 Outstanding Liability for Issuance of ETNs 492,775 971,128 Valuation adjustment on outstanding Liability for Issuance of ETNs 59,115 198,830) ( Subtotal 551,890 772,298 Derivative financial liabilities - OTC 2,697,246 590,988 Total 10,471,312 $ 9,157,320 $ |
|---|---|
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.
316
21) Bonds sold under repurchase agreements
| Government bonds Corporate bonds Bank debentures International bonds Foreign bonds Total |
December 31,2023 1,673,927 $ 3,738,850 100,000 664,516 12,963,213 19,140,506 $ |
December 31,2022 |
|---|---|---|
| 919,875 $ 1,001,131 100,408 225,167 4,718,843 |
||
| 6,965,424 $ |
The above bonds sold under repurchase agreements as of December 31, 2023 and 2022 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 $19,322,093 and $7,016,989, respectively, and the annual interest rates in every currency were shown as follows:
| 22) | Accounts payable Currency December 31,2023 NTD 0.97%~1.41% Foreign currencies (Note) 2.20%~5.80% Note :Foreign currencies include AUD, EUR, USD, GBP, RMB and NZD. |
December 31,2022 |
|---|---|---|
| 0.72%~1.22% 1.40%~4.80% |
| Accounts payable | ||
|---|---|---|
| Other payables Settlement accounts payable - brokered trading Settlement proceeds Settlement accounts payable - operating Settlement accounts payable - foreign bonds Spot exchange payable, foreign currencies Others Total Salary and bonus payable Employees' and directors' remuneration payable Others Total |
December 31,2023 14,683,802 $ 838,340 244,238 977,154 37,386 310,495 17,091,415 $ December 31,2023 1,397,414 $ 143,088 719,080 2,259,582 $ |
December 31,2022 |
| 7,705,822 $ 1,252,785 935,022 703,424 47,566 207,775 |
||
| 10,852,394 $ |
||
| December 31,2022 | ||
| 952,907 $ 49,470 579,830 |
||
| 1,582,207 $ |
23) Other payables
24) Other financial liabilities - current
| Other financial liabilities-current | ||
|---|---|---|
| Principal guaranteed notes (PGN) - fixed income | December31,2023 5,224,019 $ |
December31,2022 |
| 2,784,086 $ |
The Group 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.
317
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
| Other liabilities-non-current | ||||
|---|---|---|---|---|
| Guarantee deposits received Net defined benefit obligation Total |
December 31,2023 | December 31,2022 | ||
| 4,188 $ 60,301 64,489 $ |
7,056 $ 872 7,928 $ |
26) 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 4.8% 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 March 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 | 31,2023 | December | 31,2022 | |
|---|---|---|---|---|
| Net present value of defined benefit liabilities | $ | 857,243 |
$ | 721,282 |
| Fair value of plan assets | ( | 800,955) | ( | 797,603) |
| Net defined benefit (assets) liabilities | $ | 56,288 | ($ | 76,321) |
318
(C) Movements in net defined benefit liabilities (assets) are as follows:
| Year ended December 31,2023 | Present value of defined benefit obiligations |
Fair value of plan assets |
Net defined benefit liabilities (assets) |
|---|---|---|---|
| Balanced at January 1 Current service cost Interest expense (income) Remeasurements: Returned on plan assets (excluding amounts included in interest income or expense) Change in financial assumptions Experience adjustments Pension fund contribution Paid pension Balanced at December 31 Year ended December 31,2022 |
721,282 $ 1,286 10,118 732,686 - 11,606 147,683 159,289 - 34,732) ( 34,732) ( 857,243 $ Present value of defined benefit obiligations |
797,603) ($ - 11,184) ( (808,787) 543) ( - - (543) 26,357) ( 34,732 8,375 800,955) ($ Fair value of plan assets |
($ 76,321) 1,286 1,066) ( (76,101) 543) ( 11,606 147,683 158,746 26,357) ( - 26,357) ( 56,288 $ Net defined benefit liabilities (assets) |
| Balanced at January 1 Current service cost Interest expense (income) Remeasurements: Returned on plan assets (excluding amounts included in interest income or expense) Change in financial assumptions Experience adjustments Pension fund contribution Paid pension Balanced at December 31 |
846,969 $ 3,336 4,261 854,566 - 4,832) ( 51,164) ( (55,996) - 77,288) ( 77,288) ( 721,282 $ |
785,320) ($ - 3,948) ( (789,268) 46,653) ( - - (46,653) 38,970) ( 77,288 38,318 797,603) ($ |
$ 61,649 3,336 313 65,298 |
| 46,653) ( 4,832) ( 51,164) ( 102,649) ( 38,970) ( - 38,970) ( 76,321) ($ |
(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 “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, over-the-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.
319
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, 2023 and 2022 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 |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
|---|---|---|---|---|
| 1.20%~1.30% 3.00%~3.50% |
1.30%~1.50% | |||
| 2.00%~3.50% |
Assumptions regarding future mortality rate are set based on the Taiwan Standard Ordinary Experience Mortality Table (2021) for the years ended December 31, 2023 and 2022. Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
| December 31,2023 | Discount rate | Discount rate | Discount rate | Future salaryincreases | Future salaryincreases | |
|---|---|---|---|---|---|---|
| Increase 0.25% | Decrease 0.25% | Increase 0.25% | Decrease 0.25% | |||
| 14,512) ($ 13,755) ($ |
14,901 $ 14,154 $ |
12,448 $ 12,063 $ |
12,205) ($ 11,804) ($ |
|||
| Effect on present value of defined benefit obligation December 31,2022 |
||||||
| Effect on present value of defined benefit obligation |
-
(F) Pension fund contribution plans to pay $25,973 for the year ended December 31, 2024.
-
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, 2023 and 2022 were $79,997 and $81,369, 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 $6,559 and $6,292, respectively, for the years ended December 31, 2023 and 2022.
320
27) Equity
A. Common stock
(A) As of December 31, 2023, the Company’s authorized capital was $15,000,000 with a par value of $10 (in dollars) per share. As of December 31, 2023 and 2022, the common stocks issued and the outstanding common stocks were all 1,455,831 thousand shares.
B. Capital reserve
| December 31, 2023 December 31, 2022 |
Sharepremium | Treasury share transactions |
Expired stock options |
Difference between consideration and carrying amount of subsidiaries acquired or disposed |
Total | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| 24,663 $ 24,663 $ |
65,675 $ 65,675 $ |
483 $ 483 $ |
440 $ 440 $ |
91,261 $ 91,261 $ |
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, and plus the items other than the after-tax net profit for the period, that are included in the unappropriated earnings of the period, if any, shall be set aside as special reserve until the cumulative balance equals the total amount of paid-in 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.
321
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 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 earnings distribution for 2022 as resolved by the shareholders on May 31, 2023; the appropriation of 2021 earnings was resolved by the shareholders on June 23, 2022. Details are as follows:
| Provision of legal reserve Provision of special reserve Reversal of special reserve (Note) Cash dividends Total |
For the year ended December 31,2022 |
For the year ended December 31,2022 |
For the year ended December 31,2021 |
For the year ended December 31,2021 |
|
|---|---|---|---|---|---|
| Amount | Dividends per share (in dollars) |
Amount | Dividends per share (in dollars) |
||
| 81,278 $ 162,557 - 567,774 811,609 $ |
0.39 $ |
390,101 $ 780,203 3,413) ( 2,751,521 3,918,412 $ |
1.89 $ |
- Note: 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.
322
- E. The earnings distribution for 2023 as resolved by the Board of Directors on March 4, 2024 is set forth below:
| The earnings distribution for 2023 as resolved by the orth below: |
Board of Directors on March 4, 2024 is set | Board of Directors on March 4, 2024 is set |
|---|---|---|
| Provision of legal reserve Provision of special reserve Cash dividends Total |
Year ended December 31,2023 | |
| Amount | Dividends per share (in dollars) |
|
| 274,761 $ 549,523 1,921,697 2,745,981 $ |
1.32 $ |
29) 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 31,2023 |
Year ended December 31,2022 |
|
| 1,954,288 $ 666,523 722,947 174,495 3,518,253 $ |
1,705,981 $ 559,912 884,067 128,202 3,278,162 $ |
30) Revenues from underwriting business
| Revenues from underwriting business | |||
|---|---|---|---|
| Revenues from underwriting securities on a firm commitment basis Others Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 49,979 $ 54,305 104,284 $ |
54,137 $ 32,328 86,465 $ |
(Blank below)
323
31) Net gain (loss) on sale of operating securities
| Interest income 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 31,2023 |
Year ended December 31,2022 |
Year ended December 31,2022 |
|
|---|---|---|---|---|
| 1,633,061 $ 313,461 19,264 1,965,786 8,417 126,471 134,888 84,153) ( 300,284 9,207 225,338 2,326,012 $ Year ended December 31,2023 |
1,344,995) ($ 158,417) ( 292,708) ( 1,796,120) ( 22,207 36,833 59,040 1,207,720) ( 282,485) ( 1,541) ( 1,491,746) ( 3,228,826) ($ Year ended December 31,2022 |
|||
| 712,126 $ 504,694 149,284 1,366,104 $ |
740,032 $ 149,628 53,875 943,535 $ |
32) Interest income
33) Net valuation gain (loss) on operating securities at fair value through profit or loss
| Gain (loss) on sale of securities - dealer Gain (loss) on sale of securities - underwriting Gain (loss) on sale of securities - hedging Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|
| 796,622 $ 116,722 815,626 1,728,970 $ |
285,124) ($ 62,951) ( 592,199) ( 940,274) ($ |
324
34) Net gain (loss) on covering of borrowed securities and bonds with resale agreements - short sales
| Gain (loss) from the bond investments under resale agreements Gain (loss) from securities borrowing transactions Gain (loss) from covering Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|
| - $ 53,396) ( 7,248) ( 60,644) ($ |
103 $ 319,042 163,126 482,271 $ |
35) Net valuation gain (loss) on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss
| value through profit or loss | ||||
|---|---|---|---|---|
| 36) 37) |
Net realized gain on financial liabilities measured at fair value through other comprehensive income Net gain (loss) from issuance of call (put) warrants Year ended December 31,2023 Year ended December 31,2022 Valuation gain (loss) from securities borrowing transactions 1,309,405) ($ 1,324,819 $ Valuation gain (loss) from covering 66,923) ( 56,198 Total 1,376,328) ($ 1,381,017 $ Year ended December 31,2023 Year ended December 31,2022 Foreign bonds 143,436) ($ - $ Year ended December 31,2023 Year ended December 31,2022 Net gain (loss) on changes in fair value of call (put) warrant liabilities and redemption 213,817 $ 1,807,278 $ Net gain (loss) on exercise of call (put) warrants before maturity 77,000) ( 131,769) ( Expenses arising out of issuance of call (put) warrants 358,462) ( 201,525) ( Total 221,645) ($ 1,473,984 $ |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
Net gain (loss) from issuance of call (put) warrants Foreign bonds Net gain (loss) on changes in fair value of call (put) warrant liabilities and redemption Net gain (loss) on exercise of call (put) warrants before maturity Expenses arising out of issuance of call (put) warrants Total |
Year ended December 31,2023 |
|||
| 143,436) ($ Year ended December 31,2023 |
- $ Year ended December 31,2022 |
|||
| 213,817 $ 77,000) ( 358,462) ( 221,645) ($ |
1,807,278 $ 131,769) ( 201,525) ( 1,473,984 $ |
325
38) Net gain (loss) from derivatives
| Futures contract gain (loss) Option trading gain (loss) OTC option trading gain (loss) Net gain (loss) on foreign exchange derivatives Asset SWAP Others Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| 1,369,810) ($ 134,769 411,351) ( 82,302 100,497) ( 127,496) ( 1,792,083) ($ |
55,440 $ 53,547 16,713 25,695 39,382 32,488) ( 158,289 $ |
39) Expected credit impairment loss and reversal of impairment gain
| Impairment (loss) and reversal of impairment gain Recovery of bad debts Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|
| 17,916) ($ 920 16,996) ($ |
20,944 $ 1,347 22,291 $ |
40) Other operating income
| Handling charges Income from securities lending Net currency exchange gain (loss) Handling fee revenues from funds Others Total Brokerage handling fee expense Dealer handling fee expense Refinancing processing fee expense Total |
Year ended December 31,2023 |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|---|
| 389,677 $ 58,210) ( 83,196 172,265 586,928 $ Year ended December 31,2023 |
370,505 $ 94,199 67,203 119,139 651,046 $ Year ended December 31,2022 |
|||
| 419,215 $ 145,504 1,920 566,639 $ |
409,885 $ 138,193 2,682 550,760 $ |
41) Handling charges
326
42) Financial costs
| Financial costs | |||
|---|---|---|---|
| Interest expense from repurchase agreements Loans interest expense Other interest expense Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 417,306 $ 407,569 110,006 934,881 $ |
62,250 $ 68,390 52,692 183,332 $ |
43) Employee benefits expense
| Employee benefits expense | |||
|---|---|---|---|
| Salaries Labor and health insurance Pension Other employee benefits Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 2,781,292 $ 162,323 86,776 118,810 3,149,201 $ |
2,122,677 $ 166,909 91,309 135,590 2,516,485 $ |
-
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, 2023 and 2022, employees’ compensation was accrued at $62,370 and $19,014, respectively; directors’ remuneration was accrued at $62,370 and $19,014, respectively. The aforementioned amounts were recognized in salary expenses.
-
C. For the year ended December 31, 2023, 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 2022 as resolved by the Board of Directors was in agreement with the estimates in the 2022 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
| Exchange official website. Depreciation and amortization |
|||
|---|---|---|---|
| Depreciation Amortization Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 234,094 $ 79,179 313,273 $ |
218,824 $ 57,474 276,298 $ |
327
45) Other operating expenses
| 45) | Other operating expenses | |||
|---|---|---|---|---|
| 46) | Other gains and losses Taxes Security lending expenses Computer information expenses TDCC service fee Postage Others Total Financial income Net gain (loss) on disposal of investments Net gain (loss) on valuation of non-operating financial instruments Net currency exchange gain (loss) Impairment loss Other non-operating revenues Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
| 893,480 $ 225,029 221,751 96,964 94,871 500,509 2,032,604 $ Year ended December 31,2023 |
736,328 $ 243,737 194,045 81,298 94,919 434,138 1,784,465 $ Year ended December 31,2022 |
|||
| 573,654 $ 2,859 9,112 634 - 182,084 768,343 $ |
229,971 $ 7,691) ( 12,551) ( 13,514 15,244) ( 165,790 373,789 $ |
47) Income tax A. Income tax expense (a) Components of income tax expense:
| tax me tax expense Components of income tax expense: |
||
|---|---|---|
| Current tax: Current tax on profits for the periods Prior year income tax underestimation (overestimation) Tax on undistributed surplus Total current tax Deferred taxes: Temporary differences Total deferred taxes Income tax expense (gain) |
Year ended December 31,2023 |
Year ended December 31,2022 |
| 344,905 $ 35,000) ( 59 309,964 14,776 14,776 324,740 $ |
196,858 $ 1,834) ( - 195,024 42,431 42,431 237,456 $ |
328
- (b) The income tax expense relating to components of other comprehensive income is as follows:
| Reconciliation between income tax expense and accounting profit Year ended December 31,2023 Remeasurement of defined benefit obligations 31,749) ($ Year ended December 31,2023 Tax calculated based on profit before tax and statutory tax rate 711,284 $ Expenses disallowed by tax regulation 119,097) ( Prior year income tax overestimation 35,000) ( Tax exempt income by tax regulation 232,506) ( Tax on undistributed surplus 59 Income tax expense 324,740 $ |
Year ended December 31,2022 |
|---|---|
| 20,530 $ Year ended December 31,2022 |
|
| 239,111 $ 131,483) ( 1,834) ( 131,662 - 237,456 $ |
-
B. Reconciliation between income tax expense and accounting profit
-
C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows:
| investment tax credits are as | follows: | |||
|---|---|---|---|---|
| Deferred tax assets: -Temporary differences: Valuation loss from financial instruments Pension Other Subtotal Deferred tax liabilities: -Temporary differences: Valuation gain from financial instruments Unrealised exchange gain Pension Other Subtotal Total |
Year ended December 31,2023 | |||
| January1 | Recognized in profit or loss |
Recognized in other comprehensive income |
December 31 | |
| 7,925 $ 94,692 3,529 106,146 $ - $ 9,808) ( 240) ( 1,570) ( 11,618) ($ 94,528 $ |
7,925) ($ 139 601 7,185) ($ 11,362) ($ 2,205 3) ( 1,569 7,591) ($ 14,776) ($ |
- $ 31,713 - 31,713 $ - $ - 36 - 36 $ 31,749 $ |
- $ 126,544 4,130 130,674 $ 11,362) ($ 7,603) ( 207) ( 1) ( 19,173) ($ 111,501 $ |
| Deferred tax assets: -Temporary differences: Valuation loss from financial instruments Unrealised exchange loss Pension Other Subtotal |
Year ended December 31,2022 | Year ended December 31,2022 | ||
|---|---|---|---|---|
| January1 | Recognized in profit or loss |
Recognized in other comprehensive income |
December 31 | |
| 8,375 $ 33,566 115,133 3,513 160,587 $ |
450) ($ 33,566) ( 58 16 33,942) ($ |
- $ - 20,499) ( - 20,499) ($ |
7,925 $ - 94,692 3,529 106,146 $ |
329
| Deferred tax liabilities: -Temporary differences: Valuation gain from financial instruments Unrealised exchange gain Pension Other Subtotal Total |
Year ended December 31,2022 | Year ended December 31,2022 | ||
|---|---|---|---|---|
| January1 | Recognized in profit or loss |
Recognized in other comprehensive income |
December 31 | |
| 2,250) ($ - 848) ( - 3,098) ($ 157,489 $ |
2,250 $ 9,808) ( 639 1,570) ( 8,489) ($ 42,431) ($ |
- $ - 31) ( - 31) ($ 20,530) ($ |
- $ 9,808) ( 240) ( 1,570) ( 11,618) ($ 94,528 $ |
D. As of December 31, 2023, the Company’s income tax returns have been approved by the Tax Authority until 2018. The income tax returns through 2021 of all company subsidiaries have been assessed, except for President Futures approval until 2019.
48) 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) 2,878,951 $ 1,455,831 1.98 $ - 3,174 2,878,951 $ 1,459,005 1.97 $ Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 729,368 $ 1,455,831 0.50 $ - 1,215 729,368 $ 1,457,046 0.50 $ Year ended December 31,2023 Year ended December 31,2022 |
Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 2,878,951 $ 1,455,831 1.98 $ - 3,174 2,878,951 $ 1,459,005 1.97 $ Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 729,368 $ 1,455,831 0.50 $ - 1,215 729,368 $ 1,457,046 0.50 $ Year ended December 31,2023 Year ended December 31,2022 |
Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 2,878,951 $ 1,455,831 1.98 $ - 3,174 2,878,951 $ 1,459,005 1.97 $ Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 729,368 $ 1,455,831 0.50 $ - 1,215 729,368 $ 1,457,046 0.50 $ Year ended December 31,2023 Year ended December 31,2022 |
Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 2,878,951 $ 1,455,831 1.98 $ - 3,174 2,878,951 $ 1,459,005 1.97 $ Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 729,368 $ 1,455,831 0.50 $ - 1,215 729,368 $ 1,457,046 0.50 $ Year ended December 31,2023 Year ended December 31,2022 |
Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 2,878,951 $ 1,455,831 1.98 $ - 3,174 2,878,951 $ 1,459,005 1.97 $ Amount after tax Weighted-average outstanding common shares(In thousands) Earnings per share (In dollars) 729,368 $ 1,455,831 0.50 $ - 1,215 729,368 $ 1,457,046 0.50 $ Year ended December 31,2023 Year ended December 31,2022 |
|
|---|---|---|---|---|---|---|
| Amount after tax |
Weighted-average outstanding common shares(In thousands) |
|||||
| Amount after tax |
Weighted-average outstanding common shares(In thousands) |
|||||
| 729,368 $ - 729,368 $ |
1,455,831 1,215 1,457,046 |
0.50 $ 0.50 $ |
330
7. RELATED PARTY TRANSACTIONS
1) Names and relationships of related parties
Names of related parties Relationship with the Company Uni-President Enterprises Corp. Entity having significant influence on the Company Uni-President Asset Management Corp. Associate President Tokyo Co., Ltd. Other related party President Tokyo Auto Leasing Co., Ltd. Other related party ScinoPharm Taiwan, Ltd. Other related party Ton Yi Industrial Corp. Other related party President Chain Store Corp. (PCSC) Other related party Presco Netmarketing Co., Ltd. Other related party President Professional Baseball Team Co., Ltd. Other related party Q-WARE Systems & Services Corp. Other related party Tung Ho Development Co., Ltd. Other related party Tainan Spinning Retail and Distribution Co., Ltd. Other related party President Information Corp. Other related party Cayman President Holdings, Ltd. Other related party Fund managed by Uni-President Asset Security investment trust fund raised by the Management Corp. Uni-President Assets Management Corp.
2) Significant related party transactions and balances
A. Accounts receivable
| nificant related party transactions and balances Accounts receivable |
||||
|---|---|---|---|---|
| Entity having significant influence on the company: Uni-President Enterprises Corp. Other related party: ScinoPharm Taiwan, Ltd. President Chain Store Corp. (PCSC) Others Total |
December 31,2023 | December 31,2022 | ||
| 332 $ 322 434 103 1,191 $ |
350 $ 336 406 103 1,195 $ |
B. Prepayments
| Other related party: Q-WARE Systems & Services Corp. Tung Ho Development Co., Ltd. President Chain Store Corp. (PCSC) Presco Netmarketing Co., Ltd. Others Total |
December 31,2023 | December 31,2022 | ||
|---|---|---|---|---|
| 4,682 $ 600 157 121 18 5,578 $ |
7,663 $ 600 340 8 9 8,620 $ |
331
C. Other receivables
| C. | Other receivables | ||
|---|---|---|---|
| D. E. F. G. H. |
Acquisition of property and equipment Acquisition of other assets Guarantee deposit received Other payables Lease transactions -lesseeAssociate: Uni-President Assets Management Corp. Other related party: Others Total Other related party: President Information Corp. Listed items Other related party: President Information Corp. Intangible assets Associate: Uni-President Assets Management Corp. Other related party: President Tokyo Co., Ltd. Total Other related party: President Tokyo Co., Ltd. Presco Netmarketing Co., Ltd. Total |
December 31,2023 $ 4 - $4 Year ended December 31,2023 2,472 $ Year ended December 31,2023 Purchaseprice 5,363 $ December 31,2023 1,435 $ - 1,435 $ December 31,2023 12 $ 125 137 $ |
December 31,2022 |
| $ - 14 $14 Year ended December 31,2022 |
|||
| - $ Year ended December 31,2022 |
|||
| Purchaseprice | |||
| - $ December 31,2022 |
|||
| 1,044 $ 1,418 2,462 $ December 31,2022 |
|||
| - $ - - $ |
(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.
332
(B) Right-of-use assets:
a. Acquisition of right-of-use assets
| ht-of-use assets: cquisition of right-of-use assets |
||
|---|---|---|
| Disposition of right-of-use assets se liabilities ease liabilities -currentLease liabilities -non-currentnterest expense Gain from lease modification Other related party: President Tokyo Co., Ltd. Other related party: President Tokyo Co., Ltd. Other related party: President Tokyo Co., Ltd. President Tokyo Auto Leasing Co., Ltd. Total Other related party: President Tokyo Co., Ltd. President Tokyo Auto Leasing Co., Ltd. Total Other related party: President Tokyo Co., Ltd. President Tokyo Auto Leasing Co., Ltd. Total Other related party: President Tokyo Co., Ltd. |
Year ended December 31,2023 |
Year ended December 31,2022 |
| 5,757 $ Year ended December 31,2023 |
5,392 $ Year ended December 31,2022 |
|
| 1,290 $ December 31,2023 |
1,318 $ December 31,2022 |
|
| 7,428 $ 747 8,175 $ December 31,2023 |
7,616 $ 742 8,358 $ December 31,2022 |
|
| 10,152 $ 1,445 11,597 $ Year ended December 31,2023 |
12,362 $ 2,192 14,554 $ Year ended December 31,2022 |
|
| 162 $ 16 178 $ Year ended December 31,2023 |
163 $ 21 184 $ Year ended December 31,2022 |
|
| 1 $ |
1 $ |
b. Disposition of right-of-use assets
(C) Lease liabilities
-
- -
a. Lease liabilities current
- b. Lease liabilities non-current
- c. Interest expense
d. Gain from lease modification
Other related party: President Tokyo Co., Ltd.
333
I. Handling fee revenue
| Handling fee revenue | ||
|---|---|---|
| Entity having significant influence on the company: Uni-President Enterprises Corp. Security investment trust fund raised by the Uni-President Asset Management Corp.: Fund managed by Uni-President Asset Management Corp. Other related party: Others Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
| $ - 114,007 1,559 115,566 $ |
$ 4 70,860 1,042 71,906 $ |
Terms of handling fee revenue mentioned above are similar to those of transactions with third parties.
J. Net gain (loss) on wealth management - trust income from sales of funds
| Associates: Uni-President Assets Management Corp. |
Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| 17,760 $ |
11,157 $ |
The revenues were collected on a monthly basis in accordance with contract terms.
K. Other operating revenue - Other
| L. | Other operating revenue-handling free revenues from underwriting funds Year ended December 31,2023 Associates: Uni-President Assets Management Corp. 4,610 $ Year ended December 31,2023 Associates: Uni-President Assets Management Corp. 81,139 $ |
Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|---|
| 2,400 $ Year ended December 31,2022 |
|||
Associates: Uni-President Assets Management Corp. |
|||
| 81,139 $ |
64,420 $ |
The revenues were collected on a monthly basis in accordance with contract terms.
334
M.Rent income
| 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. Period Deposit Year ended December 31,2023 Year ended December 31,2022 Associates: Uni-President Assets Management Corp. 2016.01.01~2028.08.31 1,435 $ 7,050 $ 6,492 $ Other related party: President Tokyo Co., Ltd. 2019.04.01~2023.08.31 - 5,961 8,942 Total 13,011 $ 15,434 $ |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
|---|---|---|---|---|
| 7,050 $ 5,961 |
||||
| 13,011 $ |
– N. Revenues from underwriting business other revenues from underwriting business
| O. | Stock custodian income Entity having significant influence on the company: Uni-President Enterprises Corp. Entity having significant influence on the company: Uni-President Enterprises Corp. Associate: Uni-President Assets Management Corp. Other related party: ScinoPharm Taiwan, Ltd. Ton Yi Industrial Corp. President Chain Store Corp. (PCSC) Others Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|---|
| 3,775 $ Year ended December 31,2023 |
450 $ Year ended December 31,2022 |
|||
| 4,253 $ 136 2,232 1,253 2,615 703 11,192 $ |
4,231 $ 135 2,298 1,248 2,583 669 11,164 $ |
Terms of stock custodian income mentioned above are similar to third parties.
335
P. Other operating expenses - Other
| Q. R. |
Financial expense Purchases of trading securities-dealer Year ended December 31,2023 Other related party: President Tokyo Co., Ltd. 118 $ Presco Netmarketing Co., Ltd. 1,407 President Professional Baseball Team Corp. 2,677 Tainan Spinning Retail and Distribution Co., Ltd. 2,000 Q-WARE Systems & Services Corp. - Others - Total 6,202 $ Year ended December 31,2023 Other related party: Cayman President Holdings, Ltd. - $ Ending Shares (In thousands) EndingBalance Entity having significant influence on the company: Uni-President Enterprises Corp. 136 10,149 $ Security investment trust fund raised by the Uni-President Asset Management Corp.: Fund managed by Uni-President Asset Management Corp. 52,587 Other related party: President Chain Store Corp. 9 2,426 Others - - Total 65,162 $ Ending Shares (In thousands) EndingBalance Entity having significant influence on the company: Uni-President Enterprises Corp. 72 4,795 $ Security investment trust fund raised by the Uni-President Asset Management Corp.: Fund managed by Uni-President Asset Management Corp. 501,237 Other related party: President Chain Store Corp. 21 - Others - 358 Total 506,390 $ December 31,2023 December 31,2022 |
Financial expense Purchases of trading securities-dealer Year ended December 31,2023 Other related party: President Tokyo Co., Ltd. 118 $ Presco Netmarketing Co., Ltd. 1,407 President Professional Baseball Team Corp. 2,677 Tainan Spinning Retail and Distribution Co., Ltd. 2,000 Q-WARE Systems & Services Corp. - Others - Total 6,202 $ Year ended December 31,2023 Other related party: Cayman President Holdings, Ltd. - $ Ending Shares (In thousands) EndingBalance Entity having significant influence on the company: Uni-President Enterprises Corp. 136 10,149 $ Security investment trust fund raised by the Uni-President Asset Management Corp.: Fund managed by Uni-President Asset Management Corp. 52,587 Other related party: President Chain Store Corp. 9 2,426 Others - - Total 65,162 $ Ending Shares (In thousands) EndingBalance Entity having significant influence on the company: Uni-President Enterprises Corp. 72 4,795 $ Security investment trust fund raised by the Uni-President Asset Management Corp.: Fund managed by Uni-President Asset Management Corp. 501,237 Other related party: President Chain Store Corp. 21 - Others - 358 Total 506,390 $ December 31,2023 December 31,2022 |
Financial expense Purchases of trading securities-dealer Year ended December 31,2023 Other related party: President Tokyo Co., Ltd. 118 $ Presco Netmarketing Co., Ltd. 1,407 President Professional Baseball Team Corp. 2,677 Tainan Spinning Retail and Distribution Co., Ltd. 2,000 Q-WARE Systems & Services Corp. - Others - Total 6,202 $ Year ended December 31,2023 Other related party: Cayman President Holdings, Ltd. - $ Ending Shares (In thousands) EndingBalance Entity having significant influence on the company: Uni-President Enterprises Corp. 136 10,149 $ Security investment trust fund raised by the Uni-President Asset Management Corp.: Fund managed by Uni-President Asset Management Corp. 52,587 Other related party: President Chain Store Corp. 9 2,426 Others - - Total 65,162 $ Ending Shares (In thousands) EndingBalance Entity having significant influence on the company: Uni-President Enterprises Corp. 72 4,795 $ Security investment trust fund raised by the Uni-President Asset Management Corp.: Fund managed by Uni-President Asset Management Corp. 501,237 Other related party: President Chain Store Corp. 21 - Others - 358 Total 506,390 $ December 31,2023 December 31,2022 |
Year ended December 31,2023 |
Year ended December 31,2023 |
Year ended December 31,2023 |
Year ended December 31,2022 |
|
|---|---|---|---|---|---|---|---|---|
| 118 $ 1,407 2,677 2,000 - - 6,202 $ Year ended December 31,2023 |
290 $ 11,584 2,310 2,000 1,663 12 17,859 $ Year ended December 31,2022 |
|||||||
| $ | - December 31,2023 |
$ | ||||||
| Ending Shares (In thousands) |
EndingBalance | |||||||
| 136 9 - |
10,149 $ 52,587 2,426 - |
|||||||
| 65,162 $ |
||||||||
| December 31,2022 | ||||||||
| Ending Shares (In thousands) |
EndingBalance | |||||||
| 72 21 - |
4,795 $ 501,237 - 358 |
|||||||
| 506,390 $ |
336
S. Compensation of key management personnel
The compensation of key management such as directors, general managers, vice general managers were as follows:
| were as follows: | ||||
|---|---|---|---|---|
| Salary and short-term employee benefits Retirement benefits Other long-term employee benefits Termination benefits Share-based payment Total |
Year ended December 31,2023 |
Year ended December 31,2022 |
||
| 319,022 $ 1,792 - - - 320,814 $ |
172,073 $ 1,567 - - - 173,640 $ |
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) Others current assets: - Pledged demand deposits - Pledged time deposits - Government bonds (par value) Financial assets at fair value through profit or loss - current: Financial assets at fair value through profit or loss - non -current: |
December 31,2023 3,735,000 $ 1,600,200 11,159,717 725,479 100,000 2,712,153 91,001 400,000 50,000 |
December 31,2022 1,000,000 $ 848,100 2,661,333 237,302 100,000 2,400,355 250,167 400,000 50,000 |
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 |
337
| Assets Property and equipment - Land and buildings (book value) Pledged time deposits (stated as other non-current asset) - Operating guarantee deposits - Refundable deposits |
December 31,2023 1,085,689 $ 655,000 2,000 |
December 31,2022 1,091,048 $ 655,000 2,000 |
Purposes |
|---|---|---|---|
| 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.
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, reputation risk and climate 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, Finance segment, Settlement segment and General Affair 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.
338
-
(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 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.
339
-
(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 the following:
-
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.
-
-
(K) General Affair segment is responsible for the following:
-
a. Verify and manage greenhouse gas.
-
b. Sustainable resources management, responsible procurement and supplier management.
-
-
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.
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.
- (D) Operating risks
Settlement segment is responsible for confirming the settlement and clearing, accounts opening and the actual disbursement. Finance segment prepares vouchers based on the actual transaction evidence and compares whether the accounts and cash accounts are matched, and confirms the operating risks of accuracy of the transaction from an accounting perspective. Auditing segment is responsible for internal audit and internal control, and regularly samples and checks the performance of each unit.
- (E) Legal risk
Legal segment is responsible for reviewing of the Company’s various derivative financial
340
instrument contracts, ISDA and individual account contracts, etc. and handle all legalrelated issues.
- (F) Climate risks
- Based on the two major risk indicators of climate risk, the physical risk and the transition risk, the potential climate risk on investment position is estimated by different scenario analyses. The Company regularly discloses implementation of climate risk management annually that complies with the policy guidelines set by the competent authorities and initiatives or guidelines internationally and generally recognised to enhance the quality and transparency of information disclosure.
-
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
-
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.
341
-
(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. 14% of convertible corporate bond is guaranteed by banks. Details are as follows:
- (a) Government 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.
- (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 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 Group is engaged include structured notes and swap transaction. The counterparties are all from financial service industry and mainly located in Taiwan, United States, and United Kingdom.
342
-
(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(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 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 Group regularly assesses its customer line of credit and implements appropriate credit control. 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.
-
(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 OTC 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.
343
-
(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 |
344
-
(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. Investments in bills and bonds
-
(a)Probability of default was based on external credit rating, which include forward-looking information.
-
(b)Loss given default was based on the average loss given default of external credit rating of investment position and counterparties.
345
(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) For the years ended December 31, 2023 and 2022, 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:
Year ended December 31, 2023
| At January 1 Provision (reversal of provision) for impairment Derecognized At December 31 At January 1 Provision (reversal of provision) for impairment Derecognized At December 31 |
Marginal receivable |
Accounts receivable |
Accounts receivable |
Other receivable |
Other non-current assets-overdue receivables |
Total | |
|---|---|---|---|---|---|---|---|
| 28,315 $ 18,464 - 46,779 $ |
659 $ 18) ( - 641 $ Year |
37,553 $ 17,916 5,809) ( 49,660 $ Total |
|||||
| Marginal receivable |
Accounts receivable |
Other receivable |
Other non-current assets-overdue receivables |
||||
| 47,433 $ 19,118) ( - 28,315 $ |
742 $ 54) ( 29) ( 659 $ |
853 $ 317) ( 181) ( 355 $ |
12,517 $ 1,455) ( 2,838) ( 8,224 $ |
61,545 $ 20,944) ( 3,048) ( 37,553 $ |
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.
346
-
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 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.
-
347
-
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.
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348
(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 31,2023 | December 31,2023 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Immediately | Less than 3 months |
3-12 months | 1-5years - $ - - - - - - 29,747 - - 86,888 - - 68,894 185,529 $ |
Total | |||||
| 1,160,000 $ - 6,176,815 4,263,589 - 921,093 1,163,504 - 20,497,894 16,960,308 514,753 7,845 - - 51,665,801 $ |
5,784,759 $ 21,150,000 - - 19,322,093 - - 1,342,474 - 131,107 12,739 370,954 4,442,218 19,472 52,575,816 $ |
- $ - - 30,908 - - - 259,786 - - - 1,880,783 781,801 39,070 2,992,348 $ |
6,944,759 $ 21,150,000 6,176,815 4,294,497 19,322,093 921,093 1,163,504 1,632,007 20,497,894 17,091,415 614,380 2,259,582 5,224,019 127,436 |
||||||
| 107,419,494 $ |
349
December 31, 2022
| Short-term loans Commercial papers payable 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 Lease liabilities Total |
Immediately | Less than 3 months |
3-12 months | 1-5years - $ - - - - - - 33,278 - - 87,709 - - 86,061 207,048 $ |
Total | ||||
|---|---|---|---|---|---|---|---|---|---|
| - $ - 7,477,868 1,679,452 - 1,809,356 1,809,962 - 20,763,586 10,791,302 639,497 9,064 - - 44,980,087 $ |
275,000 $ 5,830,000 - - 7,016,989 - - 829,409 - 61,092 17,514 309,281 2,158,151 23,767 16,521,203 $ |
- $ - - - - - - 943,904 - - - 1,263,862 625,935 48,973 2,882,674 $ |
275,000 $ 5,830,000 7,477,868 1,679,452 7,016,989 1,809,356 1,809,962 1,806,591 20,763,586 10,852,394 744,720 1,582,207 2,784,086 158,801 |
||||||
| 64,591,012 $ |
350
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 31,2023 December 31, 2023 VaR Maximum VaR Average VaR Minimum |
Amount 91,305 $ 204,861 107,305 33,479 |
Year ended December 31,2022 December 31, 2022 VaR Maximum VaR Average VaR Minimum |
Amount 33,299 $ 167,015 50,986 18,055 |
Statistical table for VaR of various risk indicators of transactions
| Year ended December 31,2023 |
Foreign exchange 17,845 $ 47,965 9,805 1,597 Foreign exchange 5,219 $ 17,197 4,335 857 |
Interest 31,112 $ 81,522 36,594 4,778 Interest 27,746 $ 34,194 15,077 2,867 |
Share ownership | ||
|---|---|---|---|---|---|
| December 31, 2023 VaR Maximum VaR Average VaR Minimum Year ended December 31,2022 |
87,296 $ 218,572 99,105 28,108 Share ownership 22,775 $ 167,807 48,742 16,250 |
||||
| December 31, 2022 VaR Maximum VaR Average VaR Minimum |
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, 2023 and 2022 :
351
| Financial assets in foreign currencies Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income - current Investments accounted for under the 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 31,2023 | December 31,2023 | December 31,2023 | ||||
|---|---|---|---|---|---|---|---|
| USD 688,758 $ 10,472,325 1,307,681 - 7,462,170 1,034,759 63,591 9,381,587 9,432,548 |
EUR 5,394 $ 2,117,378 - - 38,366 - 565 1,880,550 29,268 |
AUD 1,562 $ 882,164 1,375,468 - 11,620 - 91 2,122,450 28,693 |
RMB 28,200 $ 47,581 - 2,615,717 3,086 - 709 34,594 59,619 |
HKD 856,354 $ 34,235 - - 90,733 - 4 - 102,503 |
Others 76,679 $ 694,094 - - 100,251 - 10,879 208,549 97,809 |
Total | |
| 1,656,947 $ 14,247,777 2,683,149 2,615,717 7,706,226 1,034,759 75,839 13,627,730 9,750,440 |
Note: As of December 31, 2023, foreign exchange rates of the above currencies to TWD were 1 USD = 30.705 TWD; 1 EUR= 33.980 TWD; 1 AUD= 20.980 TWD; 1 RMB= 4.327 TWD; and 1 HKD= 3.929 TWD, respectively.
| Financial assets in foreign currencies Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income - current Investments accounted for under the equity method Others Financial liabilities in foreign currencies Financial liabilities at fair value through profit or loss Bonds sold under repurchase agreements Others |
December 31,2022 | December 31,2022 | December 31,2022 | ||||
|---|---|---|---|---|---|---|---|
| USD 1,086,414 $ 3,696,267 1,118,655 - 7,579,012 347,447 3,243,659 9,408,659 |
EUR 4,306 $ 150,892 - - 18,804 57 89,976 18,296 |
AUD 1,854 $ 414,575 1,079,977 - 157,024 598 1,459,403 43,949 |
RMB 66,762 $ 105,713 - 2,764,018 3,985 1,347 81,148 206,124 |
HKD 1,508,479 $ 61,214 - - 169,872 99 - 150,830 |
Others 44,017 $ 280,670 - - 326,549 1,821 69,823 308,288 |
Total | |
| 2,711,833 $ 4,709,330 2,198,632 2,764,018 8,255,247 351,369 4,944,009 10,136,145 |
Note: As of December 31, 2022, foreign exchange rates of the above currencies to TWD were 1 USD =30.710 TWD; 1 EUR= 32.720 TWD; 1 AUD= 20.830 TWD; 1 RMB= 4.408 TWD; and 1 HKD= 3.938 TWD, respectively.
352
- D. The total exchange gain (loss), including realized and unrealized, arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2023 and 2022, amounted to ($57,576) and $107,713, 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, 2023 Investment property December 31, 2022 Investment property |
Total 515,813 $ 743,741 |
Quoted prices of the same assets in active markets (level 1) |
Other significant observable inputs (level 2) |
Significant non-observable inputs(level 3) |
|---|---|---|---|---|
| - $ - |
515,813 $ 743,741 |
- $ - |
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.
353
-
(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, 2023 and 2022, 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. For the years ended December 31, 2023 and 2022, some of the unlisted stocks became the emerging stocks, therefore these stocks were transferred from Level 3 to Level 2.
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354
(B) Hierarchy of fair value estimation of financial instruments
| 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 Stock investments Bond investments Financial assets at fair value through profit or loss - non-current Stock investments Bond investments Others Financial assets at fair value through other comprehensive income- non - current 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 | 31,2023 | ||
|---|---|---|---|---|
| Total 16,227,361 $ 29,548,975 3,085,328 395,531 2,683,149 10,004 49,776 58,500 1,168,288 6,176,815 4,837,333 4,294,497 |
Level 1 15,988,641 $ 7,543,011 3,085,328 395,531 2,683,149 - - - - 6,176,815 4,836,504 1,597,251 |
Level 2 98,555 $ 22,005,964 - - - - 49,776 - - - 829 2,697,246 |
Level3 | |
| 140,165 $ - - - - 10,004 - 58,500 1,168,288 - - - |
355
| 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 Stock investments Bond investments Financial assets at fair value through profit or loss - non - current Stock investments Bond investments Others Financial assets at fair value through other comprehensive income- non-current 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 | 31,2022 | ||
|---|---|---|---|---|
| Total 5,798,959 $ 10,677,908 2,583,147 299,150 2,198,632 16,604 49,779 32,900 1,179,907 7,477,868 5,335,854 1,679,452 |
Level 1 5,568,337 $ 2,916,006 2,583,147 299,150 2,198,632 - - - - 7,477,868 5,330,817 1,088,464 |
Level 2 90,128 $ 7,761,902 - - - - 49,779 - - - 5,037 590,988 |
Level3 | |
| 140,494 $ - - - - 16,604 - 32,900 1,179,907 - - - |
356
(C) The following table is the movement of financial assets at Level 3:
| Year ended December 31,2023 | Year ended December 31,2023 | Year ended December 31,2023 | Year ended December 31,2023 | |||||
|---|---|---|---|---|---|---|---|---|
| Financial assets at fair value through profit or loss - current Unlisted stocks Financial assets at fair value through profit or loss - non-current Venture capital shares Others 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/ Diposed or Settled |
Transfers out from level 3 |
|||
| 140,494 $ 16,604 32,900 1,179,907 |
30,455) ($ - $ 42,351 $ 4,426) ( - - 10,600 - 15,000 - (11,619) - Year ended December 31,2022 |
- $ - - - |
7,500) ($ (2,174) - - |
4,725) ($ - - - |
140,165 $ 10,004 58,500 1,168,288 |
|||
| Financial assets at fair value through profit or loss- current Unlisted stocks Financial assets at fair value through profit or loss - non-current Venture capital shares Others 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/ Diposed or Settled |
Transfers out from level 3 |
|||
| 65,712 $ 12,650 13,950 1,137,756 |
433) ($ 3,954 1,050) ( - |
- $ - - 42,151 |
106,765 $ - 20,000 - |
- $ - - - |
3,750) ($ - - - |
27,800) ($ - - - |
140,494 $ 16,604 32,900 1,179,907 |
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357
- (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 31,2023 | 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 - non-current Venture capital shares Others Financial assets at fair value through other comprehensive income - non-current December 31,2022 Unlisted stocks Unlisted stocks |
10,004 58,500 Fair value 1,168,288 140,165 $ |
Net asset value Net asset value Valuation technique Market approach Market approach |
Price to book ratio multiple Price to earnings ratio multiple Discount for lack of marketability Latest transaction price Not applicable Not applicable Market price net profit after tax multiplier Price to book ratio multiple Discount for lack of marketability Significant unobservable input |
1.78~7.34 32.76 25% Not applicable Not applicable Not applicable 22.62~24.52 2.48 25% Range (weighted average) |
The higher the discount for lack of marketability, the lower the fair value Not applicable Not applicable Not applicable The higher the discount for lack of marketability, the lower the fair value Relationship of inputs to fair value The higher the multiple, the higher the fair value The higher the multiple, the higher the fair value |
| Financial assets at fair value through profit or loss - current Financial assets at fair value through profit or loss - non-current Venture capital shares Others Financial assets at fair value through other comprehensive income - non-current Unlisted stocks Unlisted stocks |
16,604 32,900 1,179,907 140,494 $ |
Net asset value Net asset value Market approach Market approach |
Price to earnings ratio multiple Price to book ratio multiple Discount for lack of marketability Latest transaction price Not applicable Not applicable Market price net profit after tax multiplier Price to book ratio multiple Discount for lack of marketability |
8.27 1.43~5.49 25% Not applicable Not applicable Not applicable 23.03~24.62 2.93~4.92 20%~30% |
The higher the discount for lack of marketability, the lower the fair value Not applicable Not applicable Not applicable The higher the discount for lack of marketability, the lower the fair value The higher the multiple, the higher the fair value The higher the multiple, the higher the fair value |
358
(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%:
| December 31,2023 | 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 - current Unlisted stocks Financial assets at fair value through profit or loss - non-current Venture capital shares Others Financial assets at fair value through other comprehensive income - non-current Unlisted stocks December 31,2022 |
1,402 $ 1,402) ($ Not applicable Not applicable Not applicable Not applicable - - Recognised inprofit or loss |
- $ - $ - - - - 11,683 (11,683) 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 - non-current Venture capital shares Others Financial assets at fair value through other comprehensive income - non-current Unlisted stocks |
1,405 $ Not applicable Not applicable - |
1,405) ($ Not applicable Not applicable - |
- $ - - 11,799 |
- $ - - 11,799) ( |
359
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, 2023 and 2022, the capital adequacy ratios were 299% and 390%, respectively, as required by the regulations.
360
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
| BALANCE SHEETS | BALANCE SHEETS | BALANCE SHEETS | ||
|---|---|---|---|---|
| Trust assets | December 31,2023 | December 31,2022 | ||
| Bank savings | $ | 452,424 |
$ | 367,745 |
| Structured notes | 1,740,784 | 896,553 | ||
| Stock | 1,335,438 | 1,016,810 | ||
| Bond | 1,175,323 | 636,044 | ||
| Repurchased bond | 70,050 | 57,291 | ||
| Fund | 8,855,255 | 5,138,258 | ||
| Accounts received | 150,322 | 29,112 | ||
| Total of trust assets | $ | 13,779,596 | $ | 8,141,813 |
| Trust liabilities and equity | December 31,2023 | December 31,2022 | ||
| Accounts payable | $ | 8,089 |
$ | 321 |
| Trust capital | 12,580,097 | 8,797,747 | ||
| Net income | 1,405,404 | ( | 631,484) |
|
| Accumulated deficit | ( | 213,994) | ( | 24,771) |
| Total of trust liabilities and equity | $ | 13,779,596 | $ | 8,141,813 |
B. Income statement of trust accounts
STATEMENTS OF INCOME
| Item | Year ended December 31,2023 |
Year ended December 31,2022 |
||
|---|---|---|---|---|
| Trust income Interest income Cash dividends received Investment realised gains - bond Investment realised gains - stock Investment realised gains - fund Investment realised gains - structured notes Investment unrealised gains - bond Investment unrealised gains - stock Investment unrealised gains - fund Investment unrealised gains - structured notes Other income Subtotal |
88,079 $ 32,077 1,529 8,376 361,042 17,796 30,718 473,232 919,887 5,746 13 1,938,495 |
74,219 $ 95,093 373 713 151,071 8,528 2,390 210,809 112,962 1,075 12 657,245 |
361
| Item Trust expenses Administrative expenses Service fee Other expenses Investment realised losses - bond Investment realised losses - stock Investment realised losses - fund Investment realised losses - structured notes Investment unrealised losses - bond Investment unrealised losses - stock Investment unrealised losses - fund Investment unrealised losses - structured notes Income (loss) before income tax Income tax expense Net income (loss) |
Year ended December 31,2023 |
Year ended December 31,2022 |
|---|---|---|
| 1,508) ($ 7,339) ( - 2,181) ( 4,553) ( 92,319) ( - 74,359) ( 33,892) ( 301,863) ( 14,697) ( 1,405,784 380) ( 1,405,404 $ |
1,359) ($ 664) ( 4) ( 7,017) ( 2,551) ( 95,742) ( 307) ( 133,461) ( 73,750) ( 855,494) ( 118,272) ( 631,376) ( 108) ( 631,484) ($ |
C. Property list of trust accounts
| perty list of trust accounts | perty list of trust accounts | perty list of trust accounts |
|---|---|---|
| Item December 31,2023 December 31,2022 Bank savings 452,424 $ 367,745 $ Structured notes 1,740,784 896,553 Fund 8,855,255 5,138,258 Bond 1,175,323 636,044 Bonds under repurchase agreements 70,050 57,291 Stock 1,335,438 1,016,810 Others 150,322 29,112 Total 13,779,596 $ 8,141,813 $ PROPERTY LIST OF TRUST ACCOUNTS |
||
| December 31,2023 452,424 $ 1,740,784 8,855,255 1,175,323 70,050 1,335,438 150,322 13,779,596 $ |
||
| 367,745 $ 896,553 5,138,258 636,044 57,291 1,016,810 29,112 |
||
| 8,141,813 $ |
362
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”.
| Article | Calculation formula | December 31,2023 | December 31,2023 | December 31,2022 | December 31,2022 | Standard | Enforcement | |||
|---|---|---|---|---|---|---|---|---|---|---|
| Calculation | Ratio | Calculation | Ratio | |||||||
| 17 | Stockholders’ equity (Total liability-futures trader’s equity) |
1,983,329 69,475 |
28.55 | 2,284,449 39,336 |
58.08 | ≧1 |
Met the requirement |
|||
| 17 | Current assets Current liabilities |
5,271,642 69,475 |
75.88 | 5,722,742 39,336 |
145.48 | ≧1 |
Met the requirement |
|||
| 22 | Stockholders’ equity Minimumpaid-in capital |
1,983,329 400,000 |
495.83% | 2,284,449 400,000 |
571.11% | ≧60%≧40% |
Met the requirement |
|||
| 22 | Adjusted net capital Total amount of customer margins required for the openpositions of futures traders |
1,587,756 652,050 |
243.50% | 1,739,987 952,910 |
182.60% | ≧20%≧15% |
Met the requirement |
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”.
| Article | Calculation formula | December 31,2023 | December 31,2023 | December 31,2022 | December 31,2022 | Standard | Enforcement | |||
|---|---|---|---|---|---|---|---|---|---|---|
| Calculation | Ratio | Calculation | Ratio | |||||||
| 17 | Stockholders’ equity (Total liability-futures trader’s equity) |
2,792,215 246,091 |
11.35 | 2,634,394 220,485 |
11.95 | ≧1 |
Met the requirement |
|||
| 17 | Current assets Current liabilities |
26,481,027 25,018,790 |
1.06 | 27,188,183 25,901,284 |
1.05 | ≧1 |
Met the requirement |
|||
| 22 | Stockholders’ equity Minimumpaid-in capital |
2,792,215 645,000 |
432.90% | 2,634,394 645,000 |
408.43% | ≧60%≧40% |
Met the requirement |
|||
| 22 | Adjusted net capital Total amount of customer margins required for the openpositions of futures traders |
2,442,555 4,034,497 |
60.54% | 2,298,983 4,226,835 |
54.39% | ≧20%≧15% |
Met the requirement |
363
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)
364
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 million or 20 percent of contributed capital: None.
-
D. Disposals of real estate exceeding $300 million or 20 percent of contributed capital: None.
-
E. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5 million: None.
-
F. Receivables from related parties exceeding $100 million 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(Year ended December 31,2023) | Details of transactions(Year ended December 31,2023) | Details of transactions(Year ended December 31,2023) | Details of transactions(Year ended December 31,2023) |
|---|---|---|---|---|---|---|---|
| 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 | 4,311,941 | Note 4 | 3.07% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Deposit-out | 34,000 | Note 4 | 0.02% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Accounts receivables | 2,999 | Note 4 | 0.00% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Deposit-in | 16,000 | Note 4 | 0.01% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Otherpayables | 1,721 | Note 4 | 0.00% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Equityfor each customer in the account | 8,126 | Note 4 | 0.01% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Future commission revenue | 34,079 | Note 4 | 0.36% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Clearingcharges | 20,873 | Note 4 | 0.22% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Other non-operatingrevenues - Compensation of directors | 4,390 | Note 4 | 0.05% |
| 0 | President Securities Corp. | President Futures Corp. | 1 | Other non-operatingrvenues - Rent revenue | 1,344 | Note 4 | 0.01% |
| 0 | President Securities Corp. | President Capital Management Corp. | 1 | Expense from investment advisory | 50,400 | Note 4 | 0.53% |
| 0 | President Securities Corp. | President Capital Management Corp. | 1 | Other non-operatingrevenues - Rent revenue | 3,835 | Note 4 | 0.04% |
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.
365
- 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.)
1. Parent company to subsidiaries.
2. Subsidiaries to parent company.
3. 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 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. -
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, 2023 Original i |
Balance on December 31, 2022 nvestment |
Shares Percentage EndingBalan |
Shares Percentage EndingBalan |
ce | Revenue of investee company |
Net income (loss) of investee company |
Investment income (loss) recognised by the Company |
Cash dividends |
Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Percentage | Book vlaue | ||||||||||||||
| President Securities Corp. President Securities Corp. President Securities Corp. President Securities Corp. |
President Futures Corp. President Capital Management Corp. President Securities (HK) Ltd. President Wealth Management (HK) Ltd. |
Taipei Taipei Hong Kong Hong Kong |
1994.03.01 1997.04.15 1994.07.26 2002.03.31 |
1994.03.01 Jing- Tou-Shen (83) Gong-Shang Letter No.1114 (Note 1) 1997.02.25 (86) Tai-Cai-Zheng (4) Letter No.17769 1993.11.4 (82) Tai- Cai-Zheng (2) Letter No.40913 2001.12.11 (90) Tai-Cai-Zheng (2) Letter No.166728 |
Futures brokerage and dealer Securities investment consulting Securities dealer, underwriting, brokerage and consulting Wealth management |
644,650 $ 326,000 848,735 92,091 |
644,650 $ 326,000 848,735 92,091 |
63,817,303 30,000,000 192,600,000 23,400,000 |
96.69% 100% 100% 100% |
2,699,883 $ 310,452 810,334 - |
770,510 $ 90,814 769 - |
326,690 $ 5,705 12,246) ( 180 |
315,877 $ 5,703 10,853) ( 180 |
142,313 $ - 503,620 - |
Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company Subsidiary of the Company |
366
| 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, 2023 Original i |
Balance on December 31, 2022 nvestment |
Shares Percentage EndingBalan |
Shares Percentage EndingBalan |
ce | Revenue of investee company |
Net income (loss) of investee company |
Investment income (loss) recognised by the Company |
Cash dividends |
Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Percentage | Book vlaue | ||||||||||||||
| President Securities Corp. President Securities Corp. President Securities Corp. President Securities Corp. President Insurance Agency Corp. |
President Securities (Nominee) Ltd. Uni-President Asset Management Corp. President Insurance Agency Corp. PSC Venture Capital Investment Limited Company Uni-President Asset Management Corp. |
Hong Kong Taipei Taipei Taipei Taipei |
1999.08.06 1992.09.03 2008.04.29 2013.10.29 1992.09.03 |
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 |
Nominee Service Investment Trust Insurance Agent Consultation of investment management and venture capital; other unprohibited or unrestricted businesses beyond the permit Investment Trust |
3,403 $ 667,622 10,000 300,000 478 |
3,403 $ 667,622 10,000 300,000 478 |
1,000,000 14,904,630 1,000,000 30,000,000 12,000 |
100% 42.46% 100% 100% 0.03% |
- $ 796,561 65,304 246,211 646 |
- $ 1,589,484 119,372 12,071) ( 1,589,484 |
- $ 526,229 41,625 21,287) ( 526,229 |
- $ 223,454 41,624 21,290) ( 180 |
- $ 167,751 33,496 - 136 |
Subsidiary of the Company Associates Subsidiary of the Company Subsidiary of the Company Associates |
Note 1: As FSC was established in July, 2004, President Futures Corp. was apporved by the Investment Commission, Ministry of Economic Affairs.
Note 2: 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 Agency Corp.
Note 3: Subsidiary President Securities (HK) Ltd., President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. were approved by the board of directors in March 2022 to deal with the dissolution and liquidation matters, and the liquidation process are currently in progress, of which President Wealth Management (HK) Ltd. and President Securities (Nominee) Ltd. had remitted all funds on account on April 27, 2023 for the subsequent liquidation process.
-
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 million: None.
367
-
G. Receivables from related parties exceeding $100 million or 20 percent of contributed capital: None.
-
H. Accordance with Jing-Guan-Zheng-Chuang Letter No. 10703209011, the Company is required to disclose details of businesses run by foreignenterprises 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) Revenue from engagement in consultation on assets management business, service contents and litigation: None
-
b) Balance sheets
PRESIDENT WEALTH MANAGEMENT (HK) LTD. BALANCE SHEETS DECEMBER 31, 2023 AND 2022
| Expressed in HK dollars | Expressed in HK dollars | Expressed in HK dollars | ||||||
|---|---|---|---|---|---|---|---|---|
| December 31,2023 | December 31,2022 | |||||||
| Assets | Amount | % | Amount | % | ||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | - |
- | $ | 15,266,005 |
99 | ||
| Other receivables | - | - | 115,825 | 1 | ||||
| Stockholders’ current account | 15,428,111 | 100 | - | - | ||||
| Total current assets | 15,428,111 | 100 | 15,381,830 | 100 | ||||
| Total assets | $ | 15,428,111 | 100 | $ | 15,381,830 | 100 | ||
| Liabilities and shareholders' equity | ||||||||
| Total liabilities | $ | - | - | $ | - | - | ||
| Shareholders’ equity | ||||||||
| Share capital | 23,400,000 | 152 | 23,400,000 | 152 | ||||
| Retained earnings | ||||||||
| Accumulated deficit | ( | 7,971,889) | ( | 52) | ( | 8,018,170) | ( | 52) |
| Total shareholders’ equity | 15,428,111 | 100 | 15,381,830 | 100 | ||||
| Total liabilities and shareholders’ equity | $ | 15,428,111 | 100 | $ | 15,381,830 | 100 |
368
PRESIDENT SECURITIES (NOMINEE) LTD. BALANCE SHEETS
DECEMBER 31, 2023 AND 2022
| Expressed in HK dollars | Expressed in HK dollars | Expressed in HK dollars | ||||||
|---|---|---|---|---|---|---|---|---|
| December 31,2023 | December 31,2022 | |||||||
| Assets | Amount | % | Amount | % | ||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | - |
- | $ | 394,026 |
100 | ||
| Stockholders’ current account | 393,949 | 100 | - | - | ||||
| Total current assets | 393,949 | 100 | 394,026 | 100 | ||||
| Total assets | $ | 393,949 | 100 | $ | 394,026 | 100 | ||
| Liabilities and shareholders' equity | ||||||||
| Total liabilities | $ | - | - | $ | - | - | ||
| Shareholders’ equity | ||||||||
| Share capital | 1,000,000 | 254 | 1,000,000 | 254 | ||||
| Retained earnings | ||||||||
| Accumulated deficit | ( | 606,051) | ( | 154) | ( | 605,974) | ( | 154) |
| Total shareholders’ equity | 393,949 | 100 | 394,026 | 100 | ||||
| Total liabilities and shareholders’ equity | $ | 393,949 | 100 | $ | 394,026 | 100 |
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c) Statements of comprehensive income
PRESIDENT WEALTH MANAGEMENT (HK) LTD. STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022
| Expressed in HK dollars | Expressed in HK dollars | Expressed in HK dollars | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Year ended December 31, | 2023 | Year ended December 31,2022 | |||||||
| Items | Amount | % | Amount | % | |||||
| Expenditures and expenses | |||||||||
| Other operating expenses | ($ | 4,939) | ( | 11) | ($ | 54,070) | ( | 37) | |
| Total expenditures and expenses | ( | 4,939) | ( | 11) | ( | 54,070) | ( | 37) | |
| Non-operating gains and losses | |||||||||
| Other gains and losses | 51,220 | 111 | 199,722 | 137 | |||||
| Profit before tax | 46,281 | 100 | 145,652 | 100 | |||||
| Income tax expense | - | - | - | - | |||||
| Net income | $ | 46,281 | 100 | $ | 145,652 | 100 | |||
| PRESIDENT SECURITIES (NOMINEE) LTD. | |||||||||
| STATEMENTS OF COMPREHENSIVE INCOME | |||||||||
| YEARS ENDED DECEMBER 31, 2023 AND 2022 | |||||||||
| Expressed in HK dollars | |||||||||
| Year ended December 31, | 2023 | Year ended December 31,2022 | |||||||
| Items | Amount | % | Amount | % | |||||
| Expenditures and expenses | |||||||||
| Other operating expenses | ($ | 809) | 1,051 | ($ | 37,226) | 101 | |||
| Total expenditures and expenses | ( | 809) | 1,051 | ( | 37,226) | 101 | |||
| Non-operating gains and losses | |||||||||
| Other gains and losses | 732 | ( | 951) | 333 | ( | 1) | |||
| Loss before tax | ( | 77) |
100 | ( | 36,893) |
100 | |||
| Income tax expense | - | - | - | - | |||||
| Net loss | ($ | 77) | 100 | ($ | 36,893) | 100 |
370
-
3) Information of overseas branches and representative office: None.
-
4) Disclosure of investment in Mainland China
a) Information of investment in Mainland China
| Investee in Mainland China |
Main business activities |
Paid-in capital (Note 4) |
Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31, 2023 |
Amount remitted from Taiwan to Mainland China/ Amount remitted back to Taiwan for the year ended December 31, 2023 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2023 |
Net income of investee as of December 31, 2023 |
Ownership held by the Company (direct or indirect) |
Investment income (loss) recognized by the Company for the year ended December 31, 2023 (Note 2) |
Book value of investments in Mainland China as of December 31, 2023 |
Accumulated amount of investment income remitted back to Taiwan as of December 31, 2023 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
|||||||||||
| Jin Yuan President Securities Co., Ltd. |
Securities brokering, securities dealing, securities underwriting and sponsoring service |
$ 6,490,500 | Directly invest in a company in Mainland China |
$ 3,138,169 | $ - | $ - | $ 3,138,169 | ($ 212,561) | 49% | ($ 99,004) The financial statements that are audited by international accounting firm which has cooperative relationship with accounting firm in R.O.C. |
$ 2,615,717 | $ - |
- b) Limitation on investment in Mainland China (expressed in thousands of dollars)
| Company name | Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2023 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs(MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
|---|---|---|---|
| Jin Yuan President Securities Co., Ltd. | 3,138,169 $ |
3,138,169 $ |
19,285,264 $ |
Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to:
-
(1) Directly invest in a company in Mainland China.
-
(2) Through investing in an existing company in the third area, which then invested in the investee in Mainland. (Please indicate investment company in the third area.)
-
(3) Others.
371
Note 2: In the ‘Investment income (loss) recognized by the Company for the year ended December 31, 2023’ column:
-
(1) It should be indicated if the investee was still in the incorporation arrangements and had not yet any profit during this period.
-
(2) Indicate the basis for investment income (loss) recognition in the number of one of the following three categories:
-
a. The financial statements that are audited and attested by international accounting firm which has cooperative relationship with accounting firm in R.O.C.
-
b. The financial statements that are audited and attested by R.O.C. parent company's CPA.
-
c. Others.
Note 3: The numbers in this table are expressed in New Taiwan Dollars.
Note 4: The paid-in capital of Jin Yuan President Securities Co.,Ltd is CNY 1.5 billion.
- 5) Major shareholder information
| Major shareholder information | ||
|---|---|---|
| Major shareholder | Number of shares held(thousands) | Shareholdingratio |
| Uni-President Enterprises Corp. | 417,517 | 28.67% |
-
Note 1: The information of major shareholders in this table is based on the last business day of the end of each quarter by Taiwan Depository and Clearing Corp., which determines shareholders holding more than 5% of ordinary shares and special shares of securities firms that have completed unregistered delivery (including treasury shares). As for the share capital recorded in the financial report of the securities firm and the actual number of shares delivered by the securities firm without physical registration, there may be differences due to different calculation bases.
-
Note 2: In the case of the above information, if a shareholder delivers shares to the trust, it is disclosed in individual accounts by the trustee who opened the trust account by the trustee. As for the shareholders’ declaration of insider’s shareholding in accordance with the Securities and Exchange Act, their shareholding includes their own shareholding plus the shares delivered to the trust and the right to use the trust property. For information on insider’s equity declaration, please refer to the Market Observation Post System.
372
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, Quantitative Trading, Proprietary Trading, Financial Instrument 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. Quantitative Trading segment: trading of domestic/overseas futures and options, ETF arbitrage, market maker, liquidity provider, hedging, spot/futures arbitrage as approved by Law.
-
C. 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.
-
D. Financial Instrument segment: Call (put) warrants (including negotiated warrants) and Callable Bull/Bear Contracts (CBBC) issuance, Structured Notes Trading, equity derivative trading, and Exchange Traded Note (ETN) and other derivative financial products approved by the competent authority.
-
E. Reinvestment segment: companies reinvested by the consolidated entities.
-
F. Other operating segments include Capital Market segment, Fixed Income segment and Shareholder Services segment.
2) Segments information
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”
373
3) Profit or loss of segments information
| Segment revenues Segment profit or loss Segment revenues Segment profit or loss |
Year ended December 31,2023 | Year ended December 31,2023 | Year ended December 31,2023 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Brokerage segment |
Quantitative Tradingsegment |
Proprietary Tradingsegment |
Financial instrument segment |
Reinvestment segment |
Other operating segments Others 1,320,353 $ 77,596) ($ 402,810 $ 82,337) ($ |
Total | ||||||||
| 3,948,469 $ 960,832 $ |
982,468 $ 265,138 $ |
1,403,427 $ 964,435 $ |
9,542,583 $ |
|||||||||||
| 3,214,495 $ |
||||||||||||||
| Brokerage segment |
Quantitative Tradingsegment |
Proprietary Tradingsegment |
Financial instrument segment |
Reinvestment segment |
Others 79,527 $ 107,740 $ |
Total | ||||||||
| 3,668,448 $ 902,387 $ |
627,072 $ 70,029 $ |
266,990 $ 49,274 $ |
491,449 $ 9,197 $ |
1,112,953 $ 191,359 $ |
6,271,336 $ |
|||||||||
| 973,701 $ |
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.
4) Information on products and services
The Group’s segments are based on different products and services, and had been disclosed in general information. It discloses the types of products and services of the Group’s segments 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.
374