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TFMI Annual Report 2021

Sep 3, 2021

52200_rns_2021-09-03_bdbf585d-911e-4ea6-a82e-fc9ff3abcb12.pdf

Annual Report

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TWSE: 2832

==> picture [313 x 144] intentionally omitted <==

Taiwan Fire & Marine Insurance Co., Ltd.

2020 Annual Report

Printed on APR 30, 2021

Taiwan Stock Exchange Market Observation Post System: http://mops.twse.com.tw/ Taiwan Fire & Marine Insurance Website: https://www.tfmi.com.tw/

Note to Readers:

If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language version shall prevail.

1. Spokesperson

Name: Chih-Chieh Huang Title: Vice President Tel: 886-2-23821666#196 E-mail: [email protected]

Acting Spokesperson Name: Wun-Bin Hou Title: Manager Tel: 886-2-23821666#163 E-mail: pennyho @tfmi.com.tw

2. Headquarters and Branches

Headquarters

Address: 8、9F, No. 49, Guanqian Road, Zhongzhang District, Taipei, Taiwan 100 Tel: 886-2-23821666; Fax: 886-2-23882555

Website: https://www.tfmi.com.tw/

Branches

Banchiau Branch 9F, No.3, Sec. 1, Minsheng Road, Banqiao Dist., New Taipei City 220, Taiwan. 886-2-29573538 Taoyuan Branch 10F.-1, No.6, Minquan Road, Taoyuan Dist., Taoyuan City 330, Taiwan 886-3-3353577 Hsinchu Branch 4F, No.118, Sec.1, Dongda Road, East Dist., Hsinchu City 300, Taiwan. 886-3-5348699 Taichung Branch No.35, Jiguang St., Central Dist., Taichung City 400, Taiwan. 886-4-22293176 Changhua Branch 5F, No.43, Xiaoyang Road, Changhua City, Changhua County 500, Taiwan. 886-4-7230664 Chiayi Branch 8F, No.127, Zhongxing Road, West Dist., Chiayi City 600, Taiwan. 886-5-2811177 Tainan Branch 7F, No.655, Sec.1, Ximen Road, North Dist., Tainan City 704, Taiwan. 886-6-2217600 Kaohsiung Branch 4-5F, No.117, Zhongshan 1st Road, Xinxing Dist., Kaohsiung City 800, Taiwan. 886-7-2865000 Yilan Branch No.52, Gozgzheng Road, Luodong Town, Yilan County 265, Taiwan. 886-3-9549743 Hualien Branch No.3, Datong St., Hualien City, Hualien County 970, Taiwan. 886-3-8336156

3. Stock Transfer Agent

Name: Stock Affairs Agency Department of Waterland Securities Address: 4F, No.199, Sec. 3, Chongqing N. Road, Datong Dist., Taipei City 103, Taiwan. Tel: 886-2-25936666

Website: https://www.ibfs.com.tw

4. Auditors

Auditors: Wang-Sheng Lin, Wen-Yea Shyu Name: Deloitte & Touche Tax Consulting Co., Ltd Address: 20F, No. 100, Songren Rd., Xinyi Dist., Taipei City 110, Taiwan (R.O.C.) Tel.: 886-2-27259988 Website: https://www.deloitte.com.tw

5. Overseas Securities Exchange: None

6. Corporate Website

www.tfmi.com.tw

CONTENTS

ILetter to Shareholders ········································································· 1 IICompany Profile ·················································································· 6 IIICorporate Governance Report ···························································· 7 IVCapital Overview ············································································· 115 VOperational Highlights ···································································· 120 VIFinancial Information ······································································ 139 VIIReview of financial position, business performance and risk issues ··· 272 VIIISpecial Remarks ············································································ 278

IXAny occurrence of event defined under Subparagraph 2, Paragraph 3, Article 36 of the Securities and Exchange Act in the previous year up to the publication date of this annual report that significantly impacted shareholders’ equity or security prices ·············································· 278

I Letter to Shareholders

Dear Shareholders,

The Company's overall operating income for 2020 is NT$5,396,686,000, operating costs are NT$3,362,516,000, operating expenses are NT$1,263,771,000, plus net non-operating income and expenses of NT$2,540,000 and income tax expenses of NT$85,344,000. The net profit for the year is NT$687,595,000, EPS before tax of NT$2.13 and EPS after tax of NT$1.90. The Company has seen a stable overall operating performance, and I would like to thank the shareholders for your long-standing support and to thank the entire staff for the efforts provided.

In 2020, premium income of nonlife insurance industry as a whole exhibited growth of 6.24%, exceeded NT$187 billion. Casualty, personal accident and health lines have deteriorated; whereas all other business lines showed growth momentum, especially for fire, miscellaneous, hull, fishing vessel and aviation insurance lines all have achieved double-digit growth. In 2020, TFMI proactively take advantage of our channel strength, and integrate diversified products to expand into niche markets and improve the customer service level. The premium income from written policies reached NT$6,512,206 thousand for the year, a YOY increase of 4.59% on gross and 5.44% growth on retained premium basis. We continue to rank No. 1 in the residential fire insurance line. In 2020, S&P and Taiwan Ratings continued to award us with the credit ratings, “A-/Stable” and “twAA,” respectively, both outlook Stable.

In terms of corporate social responsibility, the Company actively cooperated with the authorities to promote policy-based insurance. In 2020, the Company was once again awarded "1st Place" in the Residential Earthquake Insurance Excellence Awards conferred by the authorities; “3rd Place” in the Compulsory Automobile Liability Insurance Differentiated Management Competition; "outstanding performance award" and "sustainable care award" in the Micro-insurance Competition. At the same time, combined with the resources of the TFMI Foundation, we are committed to care for the disadvantaged and the solitary seniors, improve the medical environment, support special-needs education for children with disabilities, youth campus anti-drug advocacy, arts and culture, and grassroots sports activities. This year, the Company also assisted the Eden Social Welfare Foundation to purchase a vehicle to promote related homecare services for the elderly in rural areas and vulnerable families.

In terms of market outlook for 2021, COVID-19 will continue to have a global effect, resulting in prolonged decline in economic activities and trades. However, as Taiwan’s strong epidemic prevention and management protocols, the effect to our country is very limited. The domestic tourism is still active, governent continues to bring about various stimulus programs to lessen the economic impact caused by the halt in international travels. At the same time, the e-commerce activities will increase, as the authorities promoting the application of digital finance and insurance technology; the sales momentum of new cars and electric locomotives will increase; and most importantly, insurance market rate and market discipline introduced will prevent market competition for our industry’s stabilization.

With prudent operating principle and customer-oriented business philosophy, TFMI conducts businesses in compliance with laws and regulations, continues to improve professionalism and strengthen core competitiveness. We continue to practice corporate governance, fair dealing and friendly services. On the insurance front, we continue to expand quality business, deepen strategic alliance channels, optimize digital portals, develop diversified products, and improve customer service quality; on the investment side, we strive to revitalize assets and adopt diversified investments to enrich profits. All level of staff work to achieve outstanding performance.

Chairman: Steve Lee

  • 1 -

2020 Business Report and 2021 Business Plan are summarized below:

1.1 2020 Business Report

1.1.1 Operating Plan Implementation Results

The total insurance premiums of the current year was NT$6,942,519 thousand. The premium from the direct policies written was NT$6,512,206 thousand(detailed in Table 1) accounted for 93.80% of total premium; inward reinsurance premium was NT$430,313 thousand, accounted for 6.20% of total premium.

Table 1. 2020 Premium from Direct Policies Written

Unit: NT$thousands
Insurance Category Amount Business Breakdown by
Direct Policies Written (%)
Automobile Insurance 2,752,164
42.26
Residential Fire Insurance 935,591
14.37
CompulsoryAutomobile Liability 779,167
11.96
Commercial Fire Insurance 716,711
11.01
Personal Accident Insurance 426,076
6.54
LiabilityInsurance 238,774
3.67
EngineeringInsurance 216,483
3.32
Other PropertyInsurance 145,404
2.23
Marine Cargo Insurance 139,566
2.14
Others* 162,270
2.50
Total 6,512,206
100.00
  • Note: Products that account for less than 2% of the total written premiums are collectively indicated under Others*.

1.1.2 Goal Execution and Financial Income for the Current Year

The operating margin was NT$2,034,170 thousand and the net profit before tax was NT$772,939 thousand. The net profit for the period was NT$687,595 thousand.

1.1.3 Profitability Analysis

For 2020 overall business profitability indicators, the return on assets (ROA) was 3.57%, return on equity (ROE) was 7.37%, net profit ratio was 12.74%, and the earnings per share (EPS) was NT$1.90. (Detailed in Table 2)

Table 2. Profitability Indicators

Item 2020 2019
ROA(%) 3.57 3.81
ROE(%) 7.37 8.03
Netprofit ratio (%) 12.74 13.52
Earningsper share(NT$) 1.90 1.94
  • 2 -

1.1.4 Research and Development

In 2020, a total of 63 new insurance products and clauses were submitted (refer to ” "Operations Overview 1(3)" - Technology, Research and Development Overview on Page 128 to 130 of this annual report for more details).

1.2 2021 Business Plan Outline

1.2.1 Business Policy

With prudent operating principle and customer-oriented business philosophy, the Company conducts businesses with strategic action plans and systematic goal monitoring mechanism. Through on-the-job trainings to ensure professional knowledge are most current, whereby to strengthen our core competitiveness. We continue to implement corporate governance, the principle of fair treatment and financial friendly services, fulfill our corporate social responsibility goals, and strive to balanced performance with risks take on to create healthy profitability.

In terms of business development, the Company's execution of business all in conformation with the laws, regulations and business guidelines; focuses on the development of niche insurance products, expand our customer base in military, civil services, education, employee associations and open bid businesses. We aim to expand our target market as a source of stable profitability. Through vigilant underwriting, market rates monitoring and adjustments, to acheive quality business, the Company has done a good job of loss control to enhance underwriting profitability. The Company continues to develop digital finance, optimize digital portals, and improve the efficiency of e-commerce marketing operations while actively developing innovative product combinations to meet dynamic customer needs; and improves the quality of customer services and protects customer rights.

We continue to apply reasonable salary structure to attract talents, design and arrange appropriate training according to each job attributes and level, and most importantly, provide a good workplace environment. The Company is also committed to develop a comprehensive on-line working platform, optimize work procedures, as to improve work efficiency; and we implement job rotations to cultivate all-round talents. On the investment side, we adopt diversified investment strategy and carefully select investment targets to reduce risks and increases expected returns, while improving the efficiency of premium collection and budget controls, whereby to reduce bad debts and increase the return on capital utilization.

1.2.2 Projected Sales Volume

The target for total premium income from direct policies written in 2021 is NT$6.25 billion.

1.2.3 Significant Production and Marketing Policies

  • A. Improve the professional knowledge of underwriting and claims personnel, implement the principles of fair hospitality, financial consumer protection and financial-friendly services. The Company also regularly organizes related education and training to improve operating procedures and service quality, and increase customer satisfaction.

  • B. Strengthen corporate insurance reinsurance contract arrangements, expand underwriting capacity, strive to gain good quality customers and businesses, and prudently underwrite to reduce risks; and establish good relationships with peers, increase branch business, and increase retention premiums.

  • 3 -

  • C. Set up new digital applications and expand capabilities in information technology services to assist digital transformation, improve sales efficiency and save operating costs, so as to improve operating efficiency.

  • D. In order to expand the effectiveness of multi-insurance operations, based on the attributes of the channel, the appropriate project products and the planning and marketing project award competitions are provided to encourage colleagues in business divisions to strive for new business with service and efficiency and increase business volume.

  • F. Comply with market discipline and regulations and refrain from price competition to ensure rate adequacy and stabilize the loss ratio and customers' interests.

  • G. Implement corporate social responsibility, expand into green businesses and develop related products.

1.3 Development Strategies for the Company in the Future

The COVID-19 pandemic has not yet eased, causing the decline of a part of the domestic Nonlife insurance market. However, the government has controlled the epidemic properly and promoted the domestic tourism industry and related industries. The company will continue to observe and launch related products to respond to this change. In addition, the increasing popularity in domestic self-driving tourism has caused the loss rate of auto insurance to rise, so stabilizing the loss rate and implementing effective control measures are the top priorities of the Company.

The Company keeps steady business development strategy, and strengthens electronization and service quality to improve customer satisfaction and working efficiency. In business, we develop good quality insurance niche, increase quality business volumes, and increase our retention premium to stabilize profit. In underwriting aspect, loss prevention services is applied in selecting business quality. In marketing, we maintain good relations with key channels, understand the market needs accurately, and reflect the movement with products development. In investment, we value the profits gained via stability of investment income and the fluidity of assets on hand, creating stable returns and the performance of earnings.

1.4 Influences from External, Regulatory and Overall Business Environment

The Directorate General of Budget, Accounting and Statistics of the Executive Yuan announced on February 10, 2021 that the preliminary statistical economic growth of Taiwan in the fourth quarter of 2020 was 5.09%. The main reason for the growth was the continuous investment in the domestic manufacturing industry and the expansion of production capacity. The performance of commodity exports and private consumption were also better than expected. The economic growth rate for the whole year of 2020 was 3.11%.

The global impact of the COVID-19 pandemic has led to a sharp decline in economic activities and trade operations. Some countries continue to implement epidemic prevention measures, making the future economic recovery still highly uncertain. It is estimated that it may take up to 1 or 2 years for economic output to recover to the pre-pandemic levels. The International Monetary Fund (IMF) released its latest World Economic Outlook report on January 26, 2021. Because the growth momentum in the second half of last year was stronger than expected, it revised up the 2020 global economic decline forecast to -3.5%, but the global economy is still facing high levels of uncertainty. Taiwan has also been affected by the pandemic, which has impacted related industries. Fortunately, the government has instituted effective anti-epidemic measures and continues to promote economic revitalization measures

  • 4 -

to help stabilize the overall economy. The Directorate General of Budget, Accounting and Statistics of the Executive Yuan predicts that the domestic economic growth rate for 2021 will be 4.64%.

In terms of market outlook of the Nonlife insurance market in 2021, the outbreak of the COVID-19 pandemic has increased the public’s awareness of related insurance products and their willingness to insure. The government continues to develop offshore wind power generation projects and solar power generation projects, which has increased the demand for engineering insurance and liability insurance. Deregulation and technological innovation is also driving continuous development of insurance technology such as e-commerce platforms and online insurance. Market rate and product supervision discipline can avoid market price competition and stabilize the market, and is expected to increase business growth momentum. In terms of development strategy, through adjustments of business structure and quality, the Company continues to increase the quality of business, monitors trends of loss, and implements timely reviews the product rate level and sales mix, increase the retention of premiums, so as to enhance the Company's competitiveness in the overall market.

The Company protects the rights and interests of its customers and implements the principles of fair treatment of customers, the insurance industry's financial friendly service standards and consumer dispute handling regulations. The Company strictly complies with market disciplines and regulations in response to market conditions, laws and regulations, and consumer demand. The Company does not engage in price competition to ensure adequate rates, and develops innovative product content to improve product comprehensiveness. The Company is also committed to developing e-commerce channels, mobile device insurance technology, and expand online insurance related services and businesses. By strengthening information security and personal information security management measures and establishing legal and appropriate operating procedures through a systematic approach to risk management, the Company is able to facilitate the control of corporate risks.

  • 5 -

II. Company Profile

2.1 Date of Establishment: March 12, 1948

2.2 Company History

TFMI was established in the early stages by taking over various insurance companies established by the Japanese in Taiwan, with the formation of The "Taiwan Fire & Marine Insurance Company Provisional Office" in June 1946. In addition to taking over the insurance business and the assests, new insurance businesses were also developed. The Company was officially established on March 12, 1948 and it is now Taiwan's oldest nonlife insurance company.

At its founding stage, the Company only offered a few insurance products as the demand for insurance was limited. However, after over 70 years of operations, the Company has expanded its product offerings to 80 items and has set up 40 plus branches nationwide, thereby establishing its service network all over the country. In August 2006, the Company established the Shanghai Representative Office to expand its services terrority.

At its formation, the Bank of Taiwan, Land Bank of Taiwan, First Commercial Bank, Chang Hwa Commercial Bank, Hua Nan Commercial Bank, Taiwan Navigation Co., Ltd., Taiwan Railways Administration and other entities provided the Company’s initial capital of 10 million Old Taiwan dollars. During the following 57 years, investments also came from the Taiwan Cooperative Bank, Taiwan Business Bank, and Taiwan Chung Hsing Paper Corporation and the Company became a provincial business entity. The Company's stocks were listed on Taiwan Stock Exchange on September 30, 1997 and the Company was reorganized into a privatized business on January 22, 1998 to comply with government policies. The Company became a private enterprise after over 50 years of public operations. The Company Issued new stocks by capital surplus in September 2010. Its capital is now NT$3,622,004,000.

Under the guidance of its "stable and customer-oriented operations" policy, the Company has been able to maintain strong capital levels and good underwriting performance. The Company has also been awarded "A-" rating by Standard & Poors (S&P) and "twAA" rating with "Stable" outlook by Taiwan Ratings. The Company pays serious attention to corporate governance, legal compliance and corporate social responsibility, as well as protects the interests of various stakeholders. As a result, the Company has been listed in the top 20 percent of publicly listed companies for seven consecutive years during the corporate governance evaluation conducted by Taiwan Stock Exchange (TWSE).

In the future, TFMI will continue to hold true to our strategic policies of prudent management and sustainable development. Internally, we will strengthen our corporate governance, strive to care for employees, and enhance our management performance. Externally, we will emphasize customer relations management to improve the quality of service for our customers. Moreover, through TFMI Foundation, we will continuously care for disadvantaged groups, promote green energy and environmental friendliness, and support academic research and physical fitness activities.

  • 6 -

III Corporate Governance Report

3.1 Organization 3.1.1 Organizational Chart

==> picture [670 x 418] intentionally omitted <==

  • 7 -

3.1.2 Organization Chart

Department Responsibility
Audit Dept In charge of the annual audit plan, determine the audit items and compile internal auditing manuals, reports and other related
matters.
Risk Management
Dept.
In charge of monitoring, measuring and evaluating corporate risks, assist in the formulation and implementation of risk
managementpolicies approved bythe Board of Directors and other related matters.
Legal Compliance
Dept.
In charge of operations related to Board Meetings, Board documentations, legal compliance matters, compliance to laws and
regulations, research,planning, and handlingof legal affairs and other related matters.
President’s Office In charge of the communication and research of overseas business markets and to assist President in handling of confidential
affairs; reinsurance planning and arrangement, reinsurance underwriting and processing; general matters related to estate and
labor such as administrations and procurement, property management, security protection, documents and other general
matters.
Planning Dept. In charge of planning operating goals and operating strategy, operating performance evaluation and management, brand
management and welfare activity planning, media relationship management, information management and analysis, internal
control system managmeent, credit rating management, consumer dispute handling. Planning and evaluation for the
establishment of branches and business offices, review and management of insurance agency contracts, management of
public information disclosure, and other related matters.
Information
Technology
Service Dept.
In charge of training of the development and design, programming and computer operation for information application
systems. In charge of related matters such as the maintenance of computer operating system, the planning and design for
network system, web design, the operation and management for network connection, etc.
Finance Dept. In charge of fund scheduling and utilization, securities investment, real estate investment and management, stock affairs,
media declaration, premium control, cashier, expense budgeting, financial reporting, accounting system promotion,
accounting, tax reporting, fulfill regulation needs and other related matters.
Actuarial Dept. In charge of actuarial andproduct development matters.
Human Resource
Dept.
In charge of various human resources, including the planning for human resources strategic, salary and welfare systems,
performance management, talent cultivation and organizational development, employee relations, the annual planning for
human resources, budget and other related matters.
Bancassurance
Dept.
In charge of bancassurance channel, product planning, marketing strategies, channel expansion, the supporting sales
strategies, trainingand management.
Intermediary
Channel Dept.
In charge of domestic and foreign brokerage channels management, training, and other related matters.
  • 8 -
Department Responsibility
Direct Marketing
Dept.
In charge of direct marketing development and design, marketing strategies, supporting sales strategies, management and
trainingand customer services.
E-Commerce
Dept.
In charge of e-commerce business development design, marketing strategies, supporting sales strategies, management and
training.
Underwriting
Dept., Property
In charge of commercial fire and engineering insurance business underwriting, operations, training and management;
statistics and analysis, insuranceproduct development, execution and maintenance.
Underwriting
Dept., Auto
In charge of automobile insurance business underwriting, operations, training and management; statistics and analysis,
insuranceproduct development, execution and maintenance.
Underwriting
Dept., Liability
In charge of liability insurance, credit guarantee insurance, miscellaneous insurance, marine insurance, aviation insurance
business underwriting, operations, training and management; statistics and analysis, insurance product development,
execution and maintenance.
Underwriting
Dept., Personal
Lines
In charge of residential fire and earthquake insurance, health insurance, accident insurance, travel accident insurance,
comprehensive travel insurance, other individual personal insurance, underwriting, operations, training and management;
statistics and analysis, insuranceproduct development, execution and maintenance.
Claim Service
Dept., Personal
Lines
In charge of claim services for all personal line businesses, training and other related matters.
Claim Service
Dept.,
Commercial
Lines
In charge of claim services for all commercial line businesses, training and other related matters.
Business
Development
Dept. I
In charge of the execution for marketing strategies at the location assigned, channels development, customer management,
talent training, and other related matters.
Branch Offices In charge of the execution for marketing strategies at the location assigned, channels development, customer management,
talent training, and other related matters. Responsible for the underwriting for insurance products, claims and training,
premium collection, cashier, taxation and administrative business, and other related matters for branch operations.
  • 9 -

3.2 Directors, Supervisors and Management Team

3.2.1 Directors and Supervisors

3.2.1 Directors and Supervisors 3.2.1 Directors and Supervisors 3.2.1 Directors and Supervisors 3.2.1 Directors and Supervisors 3.2.1 Directors and Supervisors 3.2.1 Directors and Supervisors 3.2.1 Directors and Supervisors
As of 4/20/2021
Title
(Note 1)
(Note 4)
Nationality
/ Country
of Origin
Name
(Note 4)
Gender Date Elected Term
(Years)
Date First
Elected
(Note 2)
Shareholding when
Elected
Current Shareholding Spouse & Minor
Shareholding
Shareholding by
Nominee
Arrangement
Experience(Education)
(Note 3)
Other Position Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Shares Shares Shares Shares Title Name Relation
Chairman R.O.C. Steve Lee Male 2020.06.12
3
1999.05.12
7,509,939
2.07%
7,509,939
2.07% 1,030,229 0.28%
-

-

PhD, Political
Economics, School of
Economics, Nankai
University
Chairman,
TFMI Assets
Management Co., Ltd.
Director, Tong-Sheng
Development Co., Ltd.、
Director, Navigator
Investment Co., Ltd.、
Director, Navigator Real
Estate Co., Ltd.、
Director, Ten Outstanding
Young Persons Foundation、
Chairman, Taiwan Fire &
Marine Foundation、
Director, Pilot Investment
Enterprise Co., Ltd.、
Director, Sirtec International
Co., Ltd.、
Director, SIRTEC
INTERNATIONAL(BVI)
CO., LTD、
Director, SIRFA (B.V.I.)
CO., LTD.、
Director, Sirlight Trading
Co., Ltd、
Director, FORLAND AUTO
TRADE HOLDING CO.,
LTD.、
Director, FORLAND
TRADING CO., LTD.、
Director, Navigator
Financial LeasingCo.,Ltd.
Director Chain-
Cheng
Lee
Sibling
Director of
Corporate
shareholder
R.O.C. Yong-Shin
Development Co.,
Ltd.
- 2020.06.12
3
1999.05.12
24,158,535
6.67% 24,158,535 6.67%
-

-

-

-

None
None None None None
Director R.O.C. Charles Sung
(Representative of
Yong-Shin
Development Co.,
Ltd.)
Male 2020.06.12
3
2011.06.10
400,000
0.11%
355,000
0.10%
-

-

-

-

Master, College of
Management, National
Taiwan University
President, Central
Insurance Co., Ltd.
President, AIG General
Insurance (Taiwan) Co.,
Ltd.

Director, Taiwan Fire &
Marine Foundation
None None None
  • 10 -
Title
(Note 1)
(Note 4)
Nationality
/ Country
of Origin
Name
(Note 4)
Gender Date Elected Term
(Years)
Date First
Elected
(Note 2)
Shareholding when
Elected
Shareholding when
Elected
Current Shareholding Current Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding by
Nominee
Arrangement
Shareholding by
Nominee
Arrangement
Experience(Education)
(Note 3)
Other Position Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Shares Shares Shares Shares Title Name Relation
Director R.O.C. Chung-Chou Chang
(Representative of
Yong-Shin
Development Co.,
Ltd.)
Male 2020.06.12
3
2008.06.13
4,762,984
1.32%
4,762,984
1.32%
218,000
0.06%
-

-

Master, Department of
Computer Science,
Northrop University
Chairman, Ambassador
Co. Ltd.

Chairman, Ambassador Co.,
Ltd.

None
None None
Director R.O.C. Bin-Fu Chen
(Representative of
Yong-Shin
Development Co.,
Ltd.)
Male 2020.06.12
3
2011.06.10
-

-

-

-

-

-

-

-

EMBA, College of
Management, National
Taiwan University
Chairman, Guang Shi
Co., Ltd.
Chairman, Guang Shi Co.,
Ltd.

None
None None
Director R.O.C. Chain-Cheng Lee
(Representative of
Yong-Shin
Development Co.,
Ltd.)
(Note 6)
Male 2020.11.11 3 2002.05.20
(Note 7)
6,038,909 1.67% 6,038,909
1.67%

42,420

0.01%
- - Ph.D., Economics,
Shanghai University of
Finance and
Economics, Shanghai.
Master of Business
Administration,
Financial Risk
Management, St John's
University, USA.
Master of Business
Administration,
Business
Administration,
Johnson & Wales
University, USA.
Director, IBF Financial
Holdings Co., Ltd.
Chairman, Yong-Shin
Development Co., Ltd.
Chairman, Navigator Real
Estate Co., Ltd.
Chairman, Tong-Sheng
Development Co., Ltd.
Director, Jia-Der Investment
Co., Ltd.
Director, Navigator
Investment Co., Ltd.
Chairman, FORLAND
AUTO TRADE HOLDING
CO., LTD.
Chairman, Taiwan Navigator
Asset Investment Co., Ltd.
Director, Pilot Investment
Enterprise Co., Ltd.
Chairman Steve
Lee
Sibling
Director of
Corporate
shareholder
R.O.C. Bank of Taiwan Co.,
Ltd.
- 2020.06.12
3
1997.09.30
64,608,278
17.84% 64,608,278 17.84%
-

-

-

-

None
None None None None
  • 11 -
Title
(Note 1)
(Note 4)
Nationality
/ Country
of Origin
Name
(Note 4)
Gender Date Elected Term
(Years)
Date First
Elected
(Note 2)
Shareholding when
Elected
Shareholding when
Elected
Current Shareholding Current Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding by
Nominee
Arrangement
Shareholding by
Nominee
Arrangement
Experience(Education)
(Note 3)
Other Position Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Shares Shares Shares Shares Title Name Relation
Director R.O.C. Mei-Ling Wu
(Representative of
Bank of Taiwan Co.,
Ltd.)
Female 2020.06.12
3
2018.10.12
-

-

-

-

-

-

-

-

Master, Department of
International Business,
National Dong Hwa
University
Bank of Taiwan Co.,
Ltd. Tamsui Branch
Manager, Bank of
Taiwan Co., Ltd.
Luzhou Branch
Manager
SVP and General Manager,
Department
of
Consumer
Finance, Bank of Taiwan
Co., Ltd.



None
None None
Director R.O.C. Tze-Yue, Chen
(Representative of
Bank of Taiwan Co.,
Ltd.)
Female 2020.06.12
3
2020.01.21
-

-

-

-

-

-

-

-

Department of Banking
National Chengchi
University
Bank of Taiwan Co.,
Ltd. Songshan Branch
Manager, Bank of
Taiwan Co., Ltd.
Minsheng Branch
Manager, Bank of
Taiwan Co., Ltd.
Nanxinzhuang Branch
Manager
EVP and General
Manager Department of
Domestic Operations,
Bank of Taiwan Co.,
Ltd
Executive Vice President &
General anager, Department
of Business, Bank of Taiwan
Co., Ltd.
None None None
Director R.O.C. Su-Ju Hsu
(Representative of
Bank of Taiwan Co.,
Ltd.)
(Note 8)
Female 110.01.25 3 2021.01.25
-

-

-

-

-

-

-

-

Ph.D. in Money and
Banking, National
Chengchi University.
SVP & General
Manager, Department
of Risk Management,
Bank of Taiwan.
VP & DGM,
Department of Risk
Management, Bank of
Taiwan.
AVP & DGM,
Wuchang Branch, Bank
of Taiwan.
EVP & General Manager,
Department of Risk
Management, Bank of
Taiwan
None None None
  • 12 -
Title
(Note 1)
(Note 4)
Nationality
/ Country
of Origin
Name
(Note 4)
Gender Date Elected Term
(Years)
Date First
Elected
(Note 2)
Shareholding when
Elected
Shareholding when
Elected
Current Shareholding Current Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding by
Nominee
Arrangement
Shareholding by
Nominee
Arrangement
Experience(Education)
(Note 3)
Other Position Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Shares Shares Shares Shares Title Name Relation
Independent
Director
R.O.C. Cheng Ching Huang Female 2020.06.12
3
2008.06.13
(Note 9)

-

-

-

-

-

-

-
- MBA University of
Tennessee, Knoxville
Master of Business
Administration,
University of
Tennessee, Knoxville
Bachelor of Business
Administration,
National Cheng Chi
University.
Executive Vice
President, Land Bank of
Taiwan
General Manager of
Department of
International Banking
General Manager of
Department of Treasury
General Manager of
Hoping Branch
General Manager of
Offshore Banking Unit
Branch
Deputy General
Manager of Credit
Management

None
None None None

Supervisor, Taiwan Fire
& Marine Insurance
Co., Ltd.
Director, United
Taiwan Bank, S.A.
Director, Agricultural
Credit Guarantee Fund
Director, Trust
Association of R.O.C.
Director, Bills
Finance Association of
R.O.C.
  • 13 -
Title
(Note 1)
(Note 4)
Nationality
/ Country
of Origin
Name
(Note 4)
Gender Date Elected Term
(Years)
Date First
Elected
(Note 2)
Shareholding when
Elected
Shareholding when
Elected
Current Shareholding Current Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding by
Nominee
Arrangement
Shareholding by
Nominee
Arrangement
Experience(Education)
(Note 3)
Other Position Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Executives,
Directors
or
Supervisors who are spouses
or within two degrees of
kinship
Shares Shares Shares Shares Title Name Relation
Independent
Director
R.O.C. Nien-Tsu Chiang Female 2020.06.12
3
2020.06.12
-

-

-

-

-

-

-

-

Ph.D of Law, National
Chengchi University.
Ph.D of Business
Administration, Macau
University of Science
and Technology.
Executive master of
Business
Administration,
National Chengchi
University.
Post Bachelor of Law,
Graduate Department of
Law, Fu Jen Catholic
University.
Bachelor of Arts,
Department of Political
Science, Tunghai
University
Consultant, Judicial
Reform Foundation.
Chairman, Taipei
Awakening
Association.

Adjunct Assistant Professor,
College of Law, National
Chengchi University.
Adjunct Assistant Professor,
Department of Business
Administration, Nanhua
University.
None None None
Independent
Director
R.O.C. Jimmy T. Hsieh Male 2020.06.12
3
2017.06.16
-

-

-

-

-

-

-

-

B. A., Economics,
University of
California, Berkeley.
Director, VANON
Capital
Director, VANON Capital None None None

Note 1: For juristic person shareholders, their names and representatives shall be stated (for representatives, the names of juristic person shareholders they represent shall be indicated respectively) and filled in Table 1. Note 2: Please list the first date to take the charge of director or supervisor of the Company, and note with illustrations for any disruption of duty occurred.

Note 3: Work experiences of anyone in the table above that are related to their current roles, such as previous employment at CPA firms or employment in affiliated companies, shall be disclosed along with job titles and responsibilities.

Note 4: If the Chairman and President or equivalent (the top manager) are the same person, or are spouses or relatives within the first degree of kinship, the reasons, rationality, necessity, and corresponding measures (such as increasing the number of Independent Directors and having more than half of the Directors who do not serve as employees or managers, etc.) shall be explained: None.

Note 5: The Company has set up an Audit Committee to replace supervisors.

Note 6: Yong-Shin Development Co., Ltd. reassigned its representative Chain-Cheng Lee on November 11, 2020. The original representative, Julie Lee was dismissed.

Note 7: Mr. Chain-Cheng Lee first served as a Director of the Company on May 20, 2002, and stepped down on July 19, 2005. He was re-elected as a Director of the Company on November 11, 2020. Note 8: Bank of Taiwan Co., Ltd. reassigned its representative Su-Ju Hsu on January 25, 2021. The original representative, Wen-Chang Chen was dismissed.

Note 9: Ms. Cheng Ching Huang first served as a Supervisor of the Company on June 13, 2008, and stepped down on June 9, 2014. She was re-elected as an independent Director of the Company on June 12, 2020. Note10: ﹝ - ﹞ in the table means ﹝ 0 ﹞ .

  • 14 -

Major shareholders of the institutional shareholders

As of 4/20/2021



As of 4/20/2021
Name of Institutional Shareholders(Note 1) Major Shareholders(Note 2)
Bank of Taiwan Co., Ltd.
Taiwan Financial Holding Co., Ltd.(100.00%)
Yong-Shin Development Co., Ltd.




Chao-Tzu Lee Chen (24.08%)、Navigator Investment Co., Ltd. (21.78%)、
Wen-Yung Lee (17.41%)、Chain-Cheng Lee (9.07%)、Qiao-Nong
Investment Co., Ltd. (8.15%)、Tong-Sheng Development Co., Ltd.
(6.67%)、Jia-Der Investment Co., Ltd.(5.92%)、Steve Lee (3.89%)、
Mu-HengWu(2.59%)、Julie Lee(0.44%)

Note 1: If the Directors and Supervisors are representatives of Institutional Directors, fill in the names of the Institutional Directors.

  • Note 2: Fill in the names of the dominant shareholders of the Institutional Shareholders (Top 10 by quantity of shareholding) and the proportion of shareholding. If the dominant shareholders of the Institutional Shareholders are also institutional shareholders, fill in Table 2 below

  • Note 3: If a corporate shareholder is not a company entity, its shareholders' names and shareholding ratio should be disclosed, that is to say, the names of the contributors or sponsors and ratio of contribution or sponsorship should be disclosed.

Major shareholders of the Company’s major institutional shareholders

Major shareholders of the Company’s major institutional shareholders Major shareholders of the Company’s major institutional shareholders
As of 4/20/2021
Name of Institutional Shareholders(Note 1) Major Shareholders(Note 2)
Taiwan Financial Holding Co., Ltd. Ministry of Finance, R.O.C.(100.00%)
Navigator Investment Co., Ltd. Navigator Real Estate Co., Ltd.(40.71%)、Jia-Der Investment Co., Ltd.
(26.55%)、Qiao-Nong Investment Co., Ltd.(24.78%)、Yong-Shin
Development Co., Ltd.(6.19%)、Julie Lee(0.88%)、Mu-Heng Wu
(0.35%)、Steve Lee(0.18%)、Chain-Cheng Lee(0.18%)、Chao-Tzu Lee
Chen (0.18%)
Qiao-Nong Investment Co., Ltd. Julie Lee(34.52%)、Chain-Cheng Lee(31.15%)、Steve Lee(27.43%)
ZhenbangInternational Hotel Management Consultant Co.,Ltd. (6.90%)
Tong-Sheng Development Co., Ltd. Chain-Cheng Lee(81.02%)、Navigator Real Estate Co., Ltd.(16.95%)
Julie Lee(1.69%)、Wen-YungLee(0.34%)

Note 1: If the dominant shareholders in Table 1 are institutional shareholders, fill in the names of the Institutional Directors.

  • Note 2: Fill in the names of the dominant shareholders of the Institutional Shareholders (Top 10 by quantity of shareholding) and the proportion of shareholding. Note 3: If a corporate shareholder is not a company entity, its shareholders' names and shareholding ratio should be disclosed, that is to say, the names of the contributors or sponsors and ratio of contribution or sponsorship should be disclosed.

  • 15 -

Professional Qualifications and Independence Analysis of Directors and Supervisors

As of 4/20/2021

Criteria
Name
Meet One of the Following Professional
Qualification Requirements, Together with
at Least Five Years Work Experience
Meet One of the Following Professional
Qualification Requirements, Together with
at Least Five Years Work Experience
Meet One of the Following Professional
Qualification Requirements, Together with
at Least Five Years Work Experience
Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Independence Criteria(Note) Number of
Other Public
Companies
in Which the
Individual is
Concurrently
Serving as
an
Independent
Director
An Instructor
or Higher
Position in a
Department
of
Commerce,
Law,
Finance,
Accounting,
or Other
Academic
Department
Related to
the Business
Needs of the
Company in
a Public or
Private
Junior
College,
College or
University

A Judge, Public
Prosecutor,
Attorney,
Certified Public
Accountant, or
Other
Professional or
Technical
Specialist Who
has Passed a
National
Examination
and been
Awarded a
Certificate in a
Profession
Necessary for
the Business of
the Company
Have Work
Experience
in the Areas
of
Commerce,
Law,
Finance, or
Accounting,
or
Otherwise
Necessary
for the
Business of
the
Company
1 2 3 4 5 6 7 8 9 10 11 12
Steve Lee 0
Yong-Shin
Development Co.,
Ltd.
Representative:
Charles Sung
0
Yong-Shin
Development Co.,
Ltd.
Representative:
Chung-Chou
Chang
0
Yong-Shin
Development Co.,
Ltd.
Representative:
Bin-Fu Chen
0
Yong-Shin
Development Co.,
Ltd.
Representative:
Chain-Cheng Lee
0
Bank of Taiwan
Co., Ltd.
Representative:
Mei-Ling Wu
0
Bank of Taiwan
Co., Ltd.
Representative:
Tze-Yue, Chen
0
Bank of Taiwan
Co., Ltd.
Representative:
Su-Ju Hsu
0
Independent
Director
Cheng-Ching
Huang
0
Independent
Director
Nien-Tsu Chiang
0
Independent
Director
Jimmy T. Hsieh
0
  • 16 -

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

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

  • Not a director or supervisor of the Company or any of its affiliates (not applicable in cases where the person is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • 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 one percent or more of the total number of issued shares of the company or ranks as one of its top ten shareholders.

  • Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of a manager in (1) or personnel in (2) and (3).

  • Not a director, supervisor, or employee of a corporate shareholder that directly holds 5% or more of the Company's outstanding shares, a top five shareholder, or appointed as the Company's director or supervisor in accordance with Article 27, Paragraph 1 or 2 of the Company Act (not applicable in cases where the person is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • Not a director, supervisor, or employee of other companies controlled by the same person with over half of the Company's director seats or shares with voting rights (not applicable in cases where the person is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • Not a director, supervisor, or employee of another company or institution who is the same person or spouse of the Company's chairperson, president or equivalent position (not applicable in cases where the person is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • Not a director, supervisor, or executive officer of a specific company or institution with financial or business dealings with the Company, or shareholder with 5% or more shares of the Company (not applicable in cases where the specific company or institution holds 20% or more but less than 50% of the Company's outstanding shares, and is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • Not a professional individual who, or an owner, partner, director, supervisor, or manager of a sole proprietorship, partnership, company, or institution that audited or provided commercial, legal, financial, or accounting services for total compensation not exceeding NT$500,000 in the most recent two years to the company or to any affiliate of the company, or a spouse thereof. This does not apply to members of the Remuneration Committee, Public Tender Offer Review Committee, or Merger and Acquisition Special Committee performing duties in accordance with the Securities and Exchange Act or laws and regulations related to mergers and acquisitions.

  • Not having a marital relationship, or a relative within the second degree of kinship to any other director of the company;

  • Not having any of the situations set forth in Article 30 of the Company Act of the ROC.

  • Not a government agency, juristic person, or its representative set forth in Article 27 of the Company Act of the ROC.

  • 17 -

3.2.2 Board membership diversification policy and results

According to Article 22 of the Company's Corporate Governance Best Practice Principles, the appropriate number of board seats in the structure of the Company's Board of Directors shall be determined by factoring in the Company’s scale of business development and the shareholding ratio of major shareholders, as well as taking into account actual operational needs in accordance with the law and the Company's Corporate Charter.

As we value diversity, the 11 Directors (including 3 Independent Directors) of Company’s 26th Term Board of Directors are the professional elites from the law, finance and insurance industries, including 4 holders of PhD and 5 holders of master's degree who specialize in various professions including business management, information technology, law and commerce. Our Directors possess the knowledge, skills and qualities required to perform their duties. For the composition of the Board, 27% of the Board are Independent Directors; One Independent Directors with terms more than 3 years and 2 Independent Directors below 3 years; 1 Director is under 50 years of age, 5 Directors are between 40 and 59 years of age and 5 Directors are between 60 and 71 years of age. The Company also values gender equality on the task force, with additional female members, we now have 45% of the Board are female Directors.

To achieve the ideal objective of corporate governance, the Board of Directors shall possess the following capabilities:

  1. Ability to make sound business judgments

  2. Ability to conduct accounting and financial analysis

  3. Ability to manage a business

  4. Risk management knowledge and skills

  5. Ability to respond to a crisis

  6. Industry knowledge

  7. An understanding of international markets

  8. Leadership ability

  9. Decision making abilities

Diversified
evaluation
Items
Name
Gender Ability to make
sound business
judgments
Ability to
conduct
accounting
and financial
analysis

Ability to
manage a
business
Risk
management
knowledge
and skills
Ability to
respond
to a crisis
Industry
knowledge
An
understanding
of international
markets
Leadership
ability
Decision
making
abilities
Steve Lee Male v v v v v v * v v
Charles Sung Male v * v v v v v v v
Mei-LingWu Female v v v v v v v * *
Tze-Yue Chen Female v v * * v v v * *
Su-Ju Hsu Female v v v v v v v v *
Chung-Chou Chang Male v v v v v * * v v
Bin-Fu Chen Male v v v v v * * v v
Chain-ChengLee Male v * v v v v v v v
Cheng-ChingHuang Female v v v v v v v v v
Nien-Tsu Chiang Female v v v v * v v v v
Jimmy T. Hsieh Male * v v * v v v v v

Note: * Possess partial capabilities

  • 18 -

3.2.2 Management Team

3.2.2 Management Team 3.2.2 Management Team 3.2.2 Management Team 3.2.2 Management Team 3.2.2 Management Team
As of 4/20/2021
Title
(Note 1)
(Note 3)
Nationality/
Country of
Origin
Name
(Note 3)
Gender Date
Effective
Shareholding Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangement
Experience(Education)
(Note 2)
Other Position Managers who are
Spouses or Within Two
Degrees of Kinship
Shares Shares Shares Title Name Relation
President R.O.C. Chao-Feng
Chen
Male 2021.01 -
-

-

-

-

-

Department of Accounting, Chung Yuan Christian
University
Vice Chairman, Taiming Assurance Broker Co., Ltd.
Vice Chairman, Navigator Financial Leasing Co., LTD
Partner, Deloitte & Touche CPA
Executive Vice President, Taiwan Fire & Marine
Insurance Co.,Ltd
Director,Taiwan Fire &
Marine Foundation
Chairman of the Board,
E-Life CO LTD
Supervisor,
Guanhua Investment CO
LTD
None None None
Senior Vice
President
R.O.C. Nicholas
N.C. Sheu
Male 2018.05 191,533
0.05%

-

-

-

-

Georgia State University Department of Risk
Management and Insurance Research
MS, Tamkang University Department of Risk
Management and Insurance
Manager, Tokyo Marine Newa Insurance, Co.,
Ltd.
Vice President, Taiwan Fire & Marine Insurance
Co.,Ltd
Director,Taiwan Fire &
Marine Foundation
None None None
General
Auditor
R.O.C. Su-Chen
Lin
Female 2015.03
42,244

0.01%

-

-

-

-

Bachelors, Department of Accounting, Ming
Chuan University
Deputy Manager of Deloitte Touche Tohmatsu
Limited
Project Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
Chief
Compliance
Officer

R.O.C.
Hsien-Chan
g Huang
Male 2018.05
-

-

-

-

-

-

MS, College of Management, Yuan Ze University
Manager, Tokyo Marine Newa Insurance, Co.,
Ltd
Vice President, Taiwan Fire & Marine Insurance
Co.,Ltd
None None None None
Senior Vice
Presiden
R.O.C. Andrew
Hsieh
Male 2016.12
-

-

-

-

-

-

MS, Dept. Harbor & River Engineering, National
Taiwan Ocean University
Director, Nan Shan General Insurance, Co., Ltd
Vice President,Chartis Taiwan Insurance Co.,Ltd

None
None None None
Senior Vice
Presiden
R.O.C. Allen
Cheng
Male 2018.04
-

-

-

-

-

-

BS, Department of Business Administration,
Tunghai University
Deputy Manager, MSIG Mingtai Insurance Co.,
Ltd
Manager, Tokyo Marine Newa Insurance, Co.,
Ltd
Vice President, Taiwan Fire & Marine Insurance
Co.,Ltd
Director,Taiwan Fire &
Marine Foundation
None None None
  • 19 -
Title
(Note 1)
(Note 3)
Nationality/
Country of
Origin
Name
(Note 3)
Gender Date
Effective
Shareholding Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangement
Shareholding
by Nominee
Arrangement
Experience(Education)
(Note 2)
Other Position Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Shares Shares Shares Title Name Relation
Senior Vice
Presiden
R.O.C. Chia-Lin
Sheu
Male 2019.09
80,160

0.02%

-

-

-

-

MS, Nankai Institute of Economics
Vice President, Taiwan Fire & Marine Insurance
Co.,Ltd
None None None None
Senior Vice
Presiden
R.O.C. Tsui-Jung
Chen
Female 2019.09 223,296
0.06%

-

-

-

-

Graduate School of Business Administration, San
Diego State University
Vice President, TFMI、Vice Chairman, Taiming
Assurance Broker Co., Ltd.、Legal Representative,
General Manager, Kun Shan Feng Sheng
Insurance AgencyCO LTD

None
None None None
Vice
President
R.O.C. Chih-Chieh
Huang
Male 2020.02
-

-

-

-

-

-

MS, Graduate Institute of Finance, Chung Cheng
University College of Management
Senior Manager, Taiwan Life Insurance Co.
Vice President,TLG Insurance Co
None None None None
Vice
President
R.O.C. Hsin-Chu
Lin
Female 2010.08 195,000
0.05%

-

-

-

-

Master of Business Administration, National
Taiwan University of Science and Technology
Manager, Tokyo Marine Newa Insurance, Co
Manager,AIU Insurance Co
Director,Taiwan Fire &
Marine Foundation
None None None
Vice
President
R.O.C. Jack Chung Male 2019.02
33,000

0.01%

-

-

-

-

Master of Business Administration, Chung-Yuan
Christian University
Manager, Central Insurance Co.
Senior Manager, Taiwan Fire & Marine Insurance
Co.

None
None None None
Vice
President
R.O.C. Yuan-Yi
Liao
Male 2019.02
-

-

-

-

-

-

Master of Arts in Economics, National
Dong-Hwa University
Manager, TLG Insurance Senior Manager,
Taiwan Fire & Marine Insurance Co.
None None None None
Vice
President
R.O.C. Hong-Hsing
Chuang

Male
2021.02 7,000
0.00%

-

-

-

-

BA, Department of History, Fu Jen Catholic
University
Assistant Manager, Tokyo Marine Newa
Insurance, Co.
Senior Manager,Taiwan Fire & Marine Insurance Co.
None None None None
Vice
President
R.O.C. Steven Lin Male 2021.02 1,227
0.00%

-

-

-

-

MS, Insurance and Finance Management,
Department of Insurance, Chaoyang University of
Science and Technology
Vice-Section Head, Union Insurance Company
Senior Manager, Taiwan Fire & Marine Insurance
Co.,Ltd

None
None None None
Senior
Manager
R.O.C. Jih-Min
Chan
Male 2010.04 100,520
0.03%

-

-

-

-

Department of Electronic and Computer
Engineering, National Taiwan University of
Science and Technology
Manager, Tokyo Marine Newa Insurance, Co., Ltd
Manager,Taiwan Fire & Marine Insurance Co.,Ltd
None None None None
  • 20 -
Title
(Note 1)
(Note 3)
Nationality/
Country of
Origin
Name
(Note 3)
Gender Date
Effective
Shareholding Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangement
Shareholding
by Nominee
Arrangement
Experience(Education)
(Note 2)
Other Position Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Shares Shares Shares Title Name Relation
Senior
Manager
R.O.C. Stanley
Fang
Male 2015.02
5,000

0.00%

-

-

-

-

BA, Department of Law, Fu Jen Catholic
University
Manager, TLG Insurance Manager, Taiwan Fire
& Marine Insurance Co.,Ltd
None None None None
Senior
Manager
R.O.C. Kent Lee Male 2015.02
30,132

0.01%

-

-

-

-

MS, Tamkang University Department of Risk
Management and Insurance
Section Head, Taian Insurance Co., Ltd Manager,
Taiwan Fire & Marine Insurance Co.,Ltd
None None None None
Senior
Manager
R.O.C. Yung-Fu
Su
Male 2016.11
9,147

0.00%

-

-

-

-

MS, Department of Economics, Ming Chuan
University
Manager, Taiwan Fire & Marine Insurance Co.,
Ltd
None None None None
Senior
Manager
R.O.C. Stanley
Chao
Male 2016.11
-

-

-

-

-

-

MS, Tamkang University Department of Risk
Management and Insurance
Manager, AIA Insurance
Manager, Taiwan Fire & Marine Insurance Co.,
Ltd
None None None None
Senior
Manager
R.O.C. Jeffrey C.
Chen
Male 2018.02
5,509

0.00%

-

-

-

-

MS, Department of Management Science,
National Chiao Tung University
Deputy Manager, Taiwan Fire & Marine
Insurance Co., Ltd
Senior Vice President, Insurance Brokerage,
Agricultural Bank of Taiwan
None None None None
Senior
Manager
R.O.C. Chih-Hung
Wang
Male 2019.02
-

-

-

-

-

-

MS, Department of Industrial Engineering and
Engineering Management
Deputy Manager, South China Insurance Co., Ltd
Manager, Taiwan Fire & Marine Insurance Co.,
Ltd
None None None None
Senior
Manager
R.O.C. Yu-Jen
Hsiao
Male 2019.02
-

-

-

-

-

-

MS, Department of Labor Relations, National
Chung Cheng University
Manager,MSIG Mingtai Insurance Co.,Ltd
None None None None
Senior
Manager
R.O.C. Ming-Fang
Rao
Male 2020.02
92,596

0.03%

-

-

-

-

BS, Department of Corporate Insurance, Dahan
Institute of Technology
Manager, Taiwan Fire & Marine Insurance Co.,
Ltd
None None None None
Senior
Manager
R.O.C. Chyi-
Shyang
Chio
Male 2020.02
10,000

0.00%

-

-

-

-

Department of Mechanical Engineering,
Chien-Hsin Junior College
Deputy Manager, Kuo Hua Insurance, Co., Ltd
Manager, TLG Insurance Manager, Taiwan Fire
& Marine Insurance Co.,Ltd
None None None None
  • 21 -
Title
(Note 1)
(Note 3)
Nationality/
Country of
Origin
Name
(Note 3)
Gender Date
Effective
Shareholding Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangement
Shareholding
by Nominee
Arrangement
Experience(Education)
(Note 2)
Other Position Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Shares Shares Shares Title Name Relation
Senior
Manager
R.O.C. Jonathan Tu Male 2020.02
5,000

0.00%

-

-

-

-

BS, Department of Business Administration, Ling
Tung University
Section Head, MSIG Mingtai Insurance Co., Ltd
Manager, Taiwan Fire & Marine Insurance Co.,
Ltd


None
None None None
Senior
Manager
R.O.C. Chin-Ho
Lin
Male 2021.02 -
-

-

-

-

-

MS, Mathematics, Applied Mathematics,
Statistical Sciences, Department of Mathematics,
National Chung Cheng University
Manager, TLG Insurance
Manager, Taiwan Fire & Marine Insurance Co.,
Ltd
None None None None
Manager R.O.C. Chiu-Shan
Chung
Male 106.07 4,825
0.00%

-

-

-

-

Master of Business Administration, National
Chiayi University
Section Head, Union Insurance Company
Deputy Manager, Taiwan Fire & Marine
Insurance Co.,Ltd

None
None None None
Manager R.O.C. Eric Hsu Male 2018.05
1,000

0.00%

-

-

-

-

BS, Department of Information Management,
Shih Hsin University
Acting Manager, Taiwan Fire & Marine
Insurance Co., Ltd
Project Manager, Sirtec International Co., Ltd
Manager,TLG Insurance Co.
None None None None
Manager R.O.C. Wun-Bin,
Hou
Male 2019.02
14,000

0.00%

1,000

0.01%

-

-

MS, Applied Statistics, Tamkang University
Deputy Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
Manager R.O.C. Judy Liao Female 2019.09
4,031

0.00%

-

-

-

-

MS, Tamkang University Department of Risk
Management and Insurance
Deputy Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
Manager R.O.C. April Wang Female 2019.09
-

-

-

-

-

-

BA, Department of Sociology, National Chengchi
University
Deputy Manager, TLG Insurance
Deputy Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
Manager R.O.C. Nan-Chou
Liu
Male 2019.09
-

-

-

-

-

-

MS, Engineering Management Program, National
Cheng Kung University
Project Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
  • 22 -
Title
(Note 1)
(Note 3)
Nationality/
Country of
Origin
Name
(Note 3)
Gender Date
Effective
Shareholding Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Shareholding
by Nominee
Arrangement
Shareholding
by Nominee
Arrangement
Experience(Education)
(Note 2)
Other Position Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Managers who are
Spouses or Within Two
Degrees of Kinship
Shares Shares Shares Title Name Relation
Manager R.O.C. Jason Su Male 2019.09
10,000

0.00%

-

-

-

-

BBA, Department of Business Administration,
Southern Taiwan University of Science and
Technology
Director of the Communications Division, AIA
Insurance
Deputy Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
Manager R.O.C. Ben Yu Male 2020.09 -
-

-

-

-

-

MA, Department of Management, Fo Guang
University
Director, Zurich Insurance Group Ltd Deputy
Manager of Union Insurance Company
Manager, Business Division, Cathay Century
Insurance
Assistant Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
Manager R.O.C. Shang-Jen
Tung
Male 2021.02 -
-

-

-

-

-

Graduated from the Institute of Engineering
[Industrial Safety and Disaster Prevention],
National Chiao Tung University
Section Chief, Walsun Insurance Limited
Deputy Manager, Taiwan Fire & Marine
Insurance Co.,Ltd
None None None None
  • Note 1: Shall include information regarding General Manager and Deputy General Manager, Associate Managers, Supervisors of Departments and Branch Agencies. Persons who hold positions equivalent to General Manager and Deputy General Manager, or Associate Managers shall also be disclosed.

Note 2: For the current positions in the accounting firm or affiliates in the first term mentioned above, please explain the titles and duties of such positions.

Note 3: If the President or equivalent (the top manager) are the same person as the Chairman, or are spouses or relatives within the first degree of kinship, the reasons, rationality, necessity, and corresponding measures (such as increasing the number of Independent Directors and having more than half of the Directors who do not serve as employees or managers, etc.) shall be explained: None.

Note 4: ﹝ - ﹞ in the table means ﹝ 0 ﹞

  • 23 -

3.2.3 Remuneration of Directors, Supervisors, President, and Vice President Remuneration of Directors

Unit;
NT$ thousan
dsTitle
Name
(Note 1)
Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Ratio of Total
Remuneration
(A+B+C+D) to
Net Income (%)
(Note10)
Ratio of Total
Remuneration
(A+B+C+D) to
Net Income (%)
(Note10)
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Ratio of Total
Compensation
(A+B+C+D+E+
F+G)to Net
Income (%)
(Note10)
Ratio of Total
Compensation
(A+B+C+D+E+
F+G)to Net
Income (%)
(Note10)
Compensati
on paid to
Directors
from an
invested
company
other than
the
Company's
subsidiaries
or parent
company
(Note11)



Base
Compensation
(A) (Note2)
Severance
Pay (B)
Bonus to
Directors(C)
(Note3)
Allowances
(D) (Note4)
Salary,
Bonuses, and
Allowances (E)
(Note5)
Severance Pay
(F)
Profit Sharing-
Employee Bonus (G)
(Note6)
The
company
All
companies in
the
consolidated
financial
statements
(Note7)


The
company
All
companies
in the
consolidate
d financial
statements
(Note7)

The
company
All
companies
in the
consolidate
d financial
statements
(Note7)

The
company
All
companies
in the
consolidate
d financial
statements
(Note7)


The
company
All
companies
in the
consolidated
financial
statements
(Note7)

The
company
All
companies
in the
consolidated
financial
statements
(Note7)

The
company
All
companies in
the
consolidated
financial
statements
(Note7)


The
company
Companie
s in the
consolidat
ed
financial
statements
The
company
Companies
in the
consolidate
d financial
statements
(Note7)
Cash Stock Cash Stock
Director Yong-Shin Development
Co.,Ltd.
10,903 10,903 - - 20,340 20,340 927 927 4.68 4.68 8,815
8,815
- - - -
-

-
5.96 5.96 None
Director Bank of Taiwan Co., Ltd. None
Chairman Steve Lee None
Chairman Yong-Shin Development
Co., Ltd.
Representative:
Steve Lee
None
Director Yong-Shin Development
Co., Ltd.
Representative:
Charles Sung
None
Director Yong-Shin Development
Co., Ltd.
Representative:
Chung-Chou Chang
None
Director Yong-Shin Development
Co., Ltd.
Representative:
Bin-Fu Chen
None
Director Yong-Shin Development
Co., Ltd.
Representative:
Julie Lee (Note 12)
None
Director Yong-Shin Development
Co., Ltd.
Representative:
Chain-Cheng Lee(Note 13)
None
  • 24 -
Title Name
(Note 1)
Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Remuneration Ratio of Total
Remuneration
(A+B+C+D) to
Net Income (%)
(Note10)
Ratio of Total
Remuneration
(A+B+C+D) to
Net Income (%)
(Note10)
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Relevant Remuneration Received by Directors Who are Also
Employees
Ratio of Total
Compensation
(A+B+C+D+E+
F+G)to Net
Income (%)
(Note10)
Ratio of Total
Compensation
(A+B+C+D+E+
F+G)to Net
Income (%)
(Note10)
Compensati
on paid to
Directors
from an
invested
company
other than
the
Company's
subsidiaries
or parent
company
(Note11)



Base
Compensation
(A) (Note2)
Severance
Pay (B)
Bonus to
Directors(C)
(Note3)
Allowances
(D) (Note4)
Salary,
Bonuses, and
Allowances (E)
(Note5)
Severance Pay
(F)
Profit Sharing-
Employee Bonus (G)
(Note6)
The
company






All
companies in
the
consolidated
~~f~~inancial
statements
(Note7)


The
company






All
companies
in the
consolidate
d financial
statements
(Note7)
The
company






All
companies
in the
consolidate
~~d~~financial
statements
(Note7)

The
company
All
companies
in the
consolidate
d financial
statements
(Note7)

The
company






All
companies
in the
consolidated
financial
statements
(Note7)

The
company






All
companies
in the
consolidated
financial
statements
(Note7)

The
company
All
Companies
in the
consolidated
financial
statements
(Note7)
The
company
Companies in
the
consolidated
financial
statements
The
company
Companies
in the
consolidate
d financial
statements
(Note7)
Cash Stock Cash Stock
Director Bank of Taiwan Co., Ltd.
Representative:
Mei-Ling Wu
None
Director Bank of Taiwan Co., Ltd.
Representative:
Wen-Chang Chen
None
Director Bank of Taiwan Co., Ltd.
Representative:
Chin-Hsien, Chiu (Note 14)
None
Director Bank of Taiwan Co., Ltd.
Representative:
Tze-Yue Chen(Note 15)
None
Independent
Director

Tien-Sung Lee(Note 16)
)
2,98
5
2,985 - - - - 1,570 1,570 0.66 0.66 - - - - - - - - 0.66 0.66 None
Independent
Director

Yeong-Tsong Shaw(Note 16
None
Independent
Director

Jimmy T. Hsieh
None
Independent
Director

Cheng Ching Huang
(Note 17)
None
Independent
Director

Nien-Tsu Chiang
(Note 17)
None
1. Please state the payment policy, system, standards and structure for the remuneration of Independent Directors, and describe the relevance to the amount of remuneration according to the responsibilities, risks, t
do not participate in the distribution of directors' remuneration. The remuneration is determined in consideration of the Company’s overall operating performance, future business risks and development trends o
company’s performance. Related performance evaluation and remuneration reasonableness are reviewed by the Remuneration Committee and the Board of Directors and the remuneration system is reviewed in
and regulations, in order to strike a balance between the company's sustainable operations and risk control.
2. Remuneration to Directors for rendering services (such as consultants) in favor of the companies included in the financial statements in the most recent year other than the disclosures in the above table:None.
ime invested and other factors: The Independent Director
f the industry, as well as individual performance and contr
a timely manner based on the actual operating conditions
s of the company
ibution to the
and relevant laws
  1. Please state the payment policy, system, standards and structure for the remuneration of Independent Directors, and describe the relevance to the amount of remuneration according to the responsibilities, risks, time invested and other factors: The Independent Directors of the company do not participate in the distribution of directors' remuneration. The remuneration is determined in consideration of the Company’s overall operating performance, future business risks and development trends of the industry, as well as individual performance and contribution to the company’s performance. Related performance evaluation and remuneration reasonableness are reviewed by the Remuneration Committee and the Board of Directors and the remuneration system is reviewed in a timely manner based on the actual operating conditions and relevant laws and regulations, in order to strike a balance between the company's sustainable operations and risk control.

  2. Remuneration to Directors for rendering services (such as consultants) in favor of the companies included in the financial statements in the most recent year other than the disclosures in the above table[:] None.

Note: The total remuneration for drivers in the year 2020 is 1,056,000.

  • 25 -
Range of Remuneration Name of Directors Name of Directors Name of Directors Name of Directors
Total of(A+B+C+D) Total of(A+B+C+D+E+F+G)
The company Companies in the consolidated financial
statements
(Note 9)

The company
(Note8)
Companies in the consolidated financial
statements
(Note8)
Under NT$1,000,000 Yong-Shin Development Co., Ltd.
Representative:
Chung-Chou Chang、
Charles Sung、
Julie Lee、
Bin-Fu Chen、
Chain-Cheng Lee
Bank of Taiwan Co., Ltd.
Representative:
Mei-Ling Wu
Wen-Chang Chen
Chin-Hsien, Chiu
Tze-Yue Chen
Independent Director:
Tien-Sung Lee、
Yeong-Tsong Shaw




Yong-Shin Development Co., Ltd.
Representative:
Chung-Chou Chang、
Charles Sung、
Julie Lee、
Bin-Fu Chen、
Chain-Cheng Lee
Bank of Taiwan Co., Ltd.
Representative:
Mei-Ling Wu
Wen-Chang Chen
Chin-Hsien, Chiu
Tze-Yue Chen
Independent Director:
Tien-Sung Lee、
Yeong-Tsong Shaw

Yong-Shin Development Co., Ltd.
Representative:
Chung-Chou Chang、
Bin-Fu Chen、
Chain-Cheng Lee
Bank of Taiwan Co., Ltd.
Representative:
Mei-Ling Wu
Wen-Chang Chen
Chin-Hsien, Chiu
Tze-Yue Chen
Independent Director:
Tien-Sung Lee、
Yeong-Tsong Shaw

Yong-Shin Development Co., Ltd.
Representative:
Chung-Chou Chang、
Bin-Fu Chen、
Chain-Cheng Lee
Bank of Taiwan Co., Ltd.
Representative:
Mei-Ling Wu
Wen-Chang Chen
Chin-Hsien, Chiu
Tze-Yue Chen
Independent Director:
Tien-Sung Lee、
Yeong-Tsong Shaw
NT$1,000,000 (inclusive)~ NT$2,000,000 (exclusive) Independent Director:
Jimmy T. Hsieh
Cheng Ching Huang
Nien-Tsu Chiang
Independent Director:
Jimmy T. Hsieh
Cheng Ching Huang
Nien-Tsu Chiang


Yong-Shin Development Co., Ltd.
Representative:Julie Lee
Independent Director:
Jimmy T. Hsieh
Cheng Ching Huang
Nien-Tsu Chiang

Yong-Shin Development Co., Ltd.
Representative:Julie Lee
Independent Director:
Jimmy T. Hsieh
Cheng Ching Huang
Nien-Tsu Chiang
NT$2,000,000 (inclusive) ~ NT$3,500,000 (exclusive) - - - -
NT$3,500,000 (inclusive)~ NT$5,000,000 (exclusive) Steve Lee Steve Lee Steve Lee Steve Lee
NT$5,000,000 (inclusive)~ NT$10,000,000 (exclusive) Bank of Taiwan Co., Ltd.
Yong-Shin Development Co., Ltd.
Representative:Steve Lee

Bank of Taiwan Co., Ltd.
Yong-Shin Development Co., Ltd.
Representative:Steve Lee

Bank of Taiwan Co., Ltd.
Yong-Shin Development Co., Ltd.
Representative:Steve Lee、
Charles Sung
Bank of Taiwan Co., Ltd.
Yong-Shin Development Co., Ltd.
Representative:Steve Lee、
Charles Sung
NT$10,000,000 (inclusive) ~ NT$15,000,000 (exclusive) Yong-Shin Development Co., Ltd. Yong-Shin Development Co., Ltd. Yong-Shin Development Co., Ltd. Yong-Shin Development Co., Ltd.
NT$15,000,000(inclusive)~ NT$30,000,000(exclusive) - - - -
NT$30,000,000(inclusive)~ NT$50,000,000(exclusive) - - - -
NT$50,000,000(inclusive)~ NT$100,000,000(exclusive) - - - -
Over NT$100,000,000 - - - -
Total 18 18 18 18
  • 26 -

  • Note 1: The name of directors shall be listed separately (for institutional shareholders, the name of institutional shareholders and representative shall be listed separately), and the payments shall be disclosed collectively. If a director also serves as a General Manager or Deputy General Manager, he/she should fill up this form and the (3-1) or (3-2) below.

  • Note 2: Remuneration of directors in the most recent year (including salaries, professional allowance, severance pay, bonuses, and performance fees).

  • Note 3: Remuneration paid to directors in the most recent year upon the approval of Board of Directors.

  • Note 4: Business expenses paid out to directors in the most recent year (including transport, special expenses, various allowances, accommodation, vehicles, and provision of physical goods and services). If housing, vehicle or other means of transportation, or personal expense is provided, the nature and cost of the asset provided, the rental calculated based on the actual cost or the fair market value, fuel, and other payments shall be disclosed. If a driver is provided, please note the remuneration paid to such driver. However, such remuneration shall not be included.

  • Note 5: Remuneration for directors concurrently holding positions in the Company (for positions that include the General Manager and Deputy General Manager, other managerial officers, or employees) shall include salaries, job remuneration, severance, bonuses, performance fees, transport fees, special expenses, various subsidies, accommodation, vehicles, and provision of physical items and services. If housing, vehicle or other means of transportation, or personal expense is provided, the nature and cost of the asset provided, the rental calculated based on the actual cost or the fair market value, fuel, and other payments shall be disclosed.

  • If a driver is provided, please note the remuneration paid to such driver. However, such remuneration shall not be included. Furthermore, any compensation recognized in the IFRS 2 Share-Based Payment section, including issuance of employee stock options, new restricted employee shares and capital increase by stock subscription, should be included in the calculation of remuneration.

  • Note 6: For directors concurrently holding positions in the Company in 2018 (including the General Manager, Deputy Manager, other managerial officers, or employees) and receiving the remuneration (including stock and cash), the employee remuneration paid in 2018 upon the approval of the Board of Directors shall be disclosed. If such remuneration cannot be estimated, the remuneration to be distributed in 2018 shall be based on the proportion of the remuneration distributed last year and filled in Schedule 1-3.

  • Note 7: Total remuneration in various items paid out to the Company directors by all companies (including this Company) listed in the consolidated statement shall be disclosed. Note 8: For the total remuneration in various items paid out to the Company directors, the name of each director shall be disclosed in the corresponding range of the remuneration. Note 9: Total remuneration in various items paid to every director of this Company by all companies (including this Company) listed in the consolidated statement shall be disclosed. The name of the director shall also be disclosed in the proper remuneration range.

  • Note 10: Net income refers to the net income in 2017; if IFRS is adopted, the net income refers to the net income in parent Company only or individual financial report in 2017. Note 11: a. Compensations received by the directors from other non-subsidiary companies invested by the Company shall be disclosed in this column.

  • b. If the director receives remuneration from investments in other companies that are not subsidiaries of this Company, the said remuneration shall be included in Column J in the remuneration range table. The name of the column shall also be changed to “All investments in other companies”.

  • c. Remuneration refers to the compensation, rewards (including rewards distributed to employees, directors and supervisors) and remuneration related to business expenses that are received by the company's directors who serve as directors, supervisors or managerial officers at investment companies other than subsidiaries.

  • Note 12 : Dismissal on November 11, 2020

  • Note 13 : Appointment on November 11, 2020

  • Note 14 : Dismissal on January 16, 2020

  • Note 15 : Appointment on January 21, 2020

  • Note 16 : Dismissal on June 12, 2020

  • Note 17 : Appointment on June 12, 2020

Note 18 :﹝ - ﹞ in the table means ﹝ 0 ﹞ .

  • * The content of compensation disclosed in this table is derived based on a concept different from the the concept of income stipulated in the Income Tax Act. The purpose of the table is for the disclosure of information, instead of taxation.

Remuneration of Supervisors: None

  • 27 -

Remuneration of the President and Vice President

Unit;NT$ thousands Unit;NT$ thousands Unit;NT$ thousands
Title Name
(Note1)
Salary(A)
(Note2)
Severance Pay (B) Bonuses and
Allowances (C)
(Note3)
Profit Sharing- Employee
Bonus (D)
(Note4)
Ratio of total
compensation(A+B+C+D)
to net income (%)(Note8)
Compensation paid
to Directors from an
invested company
other than the
Company's
subsidiaries or
parent company
(Note9)
The
company
Companies
in the
consolidated
financial
statements
(Note5)

The
company
Companies
in the
consolidated
financial
statements
(Note5)

The
company
Companies
in the
consolidated
financial
statements
(Note5)

The
company
Companies in
the
consolidated
financial
statements
(Note5)

The
company
Companies in the
consolidated
financial statements
(Note5)
Cash Stock Cash Stock
President Charles Sung
(Note10)
18,648 18,648 474 474 7,971 7,971 723 - 723 - 4.05 4.05 None
Executive
Vice
President
Chao-Feng Chen
(Note11)
None
Senior Vice
President
Nicholas N.C.
Sheu
None
General
Auditor
Su-Chen Lin None
Chief
Compliance
Officer
Hsien-Chang
Huang
None
Senior Vice
President
Andrew Hsieh None
Senior Vice
President
Allen Cheng None
Senior Vice
President
Chia-Lin Sheu None
Senior Vice
President
Tsui-Jung Chen None

Note: The total remuneration for drivers in the year 2020 is 1,009,000.

  • 28 -
Range of Remuneration Name of President and Senior Vice Presidents Name of President and Senior Vice Presidents
The company
(Note6)
Companies in the consolidated
financial statements
(Note7)
Under NT$1,000,000 - -
NT$1,000,000 (inclusive)~NT$2,000,000 (exclusive) Su-Chen Lin Su-Chen Lin
NT$2,000,000 (inclusive) ~ NT$3,500,000 (exclusive) Nicholas N.C. Sheu
Hsien-Chang Huang
Andrew Hsieh
Allen Cheng
Chia-Lin Sheu
Tsui-Jung Chen
Nicholas N.C. Sheu
Hsien-Chang Huang
Andrew Hsieh
Allen Cheng
Chia-Lin Sheu
Tsui-Jung Chen
NT$3,500,000 (inclusive)~NT$5,000,000 (exclusive) Chao-FengChen Chao-FengChen
NT$5,000,000 (inclusive)~NT$10,000,000 (exclusive) Charles Sung Charles Sung
NT$10,000,000(inclusive)~ NT$15,000,000(exclusive) - -
NT$15,000,000(inclusive)~ NT$30,000,000(exclusive) - -
NT$30,000,000(inclusive)~ NT$50,000,000(exclusive) - -
NT$50,000,000 (inclusive) ~
NT$100,000,000(exclusive)
- -

Over NT$100,000,000
- -
Total 9 9
  • * Disclosure is required regardless of the occupational title. Positions that are equivalent to the presidency and senior vice presidency (such as President, CEO, Director and so forth) should be disclosed.

  • Note 1: The names of President and Senior Vice Presidents shall be listed separately and the payments shall be disclosed collectively. If a director also serves as a President or Senior Vice Presidents, he/she should fill this form and (1-1) or (1-2) above.

  • Note 2: President and Senior Vice Presidents’s compensations in the most recent year (including salary, professional compensation and severance).

  • Note 3: Compensations of President and Senior Vice Presidents concurrently holding positions in the Company shall include bonuses, performance fees, transport fees, special expenses, various subsidies, accommodation, vehicles, and provision of physical items and services. If housing, vehicle or other means of transportation, or personal expense is provided, the nature and cost of the asset provided, the rental calculated based on the actual cost or the fair market value, fuel, and other payments shall be disclosed. If a driver is provided, please note the remuneration paid to such driver. However, such remuneration shall not be included. Furthermore, any compensation recognized in the IFRS 2 Share-Based Payment section, including issuance of employee stock options, new restricted employee shares and capital increase by stock subscription, should be included in the calculation of remuneration.

  • 29 -

  • Note 4: Employee compensations (including shares and cash) given to President and Senior Vice Presidents as approved by the Board of Directors for the most recent fiscal year shall be disclosed. But in case an estimated figure cannot be derived, this year's budgeted compensations shall be calculated based on last year's actual compensations. Please fill Schedule 1-3 with related information. Net profit refers to the after-tax net income for the most recent fiscal year; for those that have already adopted the IFRS principles, net profit refers to the after-tax net income in individual or consolidated financial reports for the most recent fiscal year.

  • Note 5: Total compensations of various items paid out to this Company's President and Senior Vice Presidents by all companies (including this Company) listed in the consolidated statement shall be disclosed.

  • Note 6: Names of the Company's President and Senior Vice Presidents shall be disclosed in the range corresponding to the total of compensations paid to them.

  • Note 7: Total compensation of various items paid to every President and Senior Vice Presidents of this Company by all companies (including this Company) listed in the consolidated statement shall be disclosed. The name of the President and Senior Vice Presidents shall also be disclosed in the proper compensation range.

  • Note 8: Net income refers to the after-tax net income for the most recent fiscal year; for those that have already adopted the IFRS principles, net income refers to the after-tax net income in individual or consolidated financial reports for the most recent fiscal year.

  • Note 9: a. Compensations of the Company's President and Senior Vice Presidents received from other non-subsidiary companies invested by this Company shall be disclosed in this column.

  • b. If the President and Senior Vice Presidents of the Company receives remuneration from investment companies other than subsidiaries, the amount of remuneration received by the President and Senior Vice Presidents from investment companies other than subsidiaries shall be combined into Column E of the table for ranges of remuneration, and this column shall be renamed as "All Investment Companies".

  • (Merge)

  • c. Remuneration refers to the compensation, rewards (including rewards distributed to employees, directors and supervisors) and remuneration related to business expenses that are received by the company's President and Senior Vice Presidents who serve as directors, supervisors or managerial officers at investment companies other than subsidiaries.

  • Note 10: New appointment since January 1, 2021

  • Note 11: New appointment since January 1, 2021

  • Note 12: ﹝ - ﹞ in the table means ﹝ 0 ﹞ .

  • The amount of remuneration disclosed in this form is based on estimates and accruals, therefore, the purpose of the table is for the disclosure of information, instead of taxation.

  • 30 -

Employee Bonus to Executive Officers

Unit: NT$thousands Unit: NT$thousands
Title
(Note 1)
Name
(Note 1)
Employee
Bonus
- in Stock
(Fair Market
Value)
Employee
Bonus
- in Cash
Total Ratio of
Total
Amount to
Net
Income
(%)
Executive Officers Executive Vice President Chao-FengChen(Note 5) - 2,637 2,637 0.38
Senior Vice President Nicholas N.C. Sheu
General Auditor Su-Chen Lin
Chief Compliance Officer Hsien-ChangHuang
Senior Vice President Chia-Lin Sheu
Senior Vice President Tsui-JungChen
Senior Vice President Andrew Hsieh
Senior Vice President Allen Cheng
Vice President Chih-Chieh Huang
Vice President Hsin-Chu Lin
Vice President Jack Chung
Vice President Yuan-Yi Liao
Senior Manager Jih-Min Chan
Senior Manager StanleyFang
Senior Manager Yung-Fu Su
Senior Manager JeffreyC. Chen
Senior Manager Hong-HsingChuang (Note 6)
Senior Manager Kent Lee
Senior Manager Chih-HungWang
Senior Manager Yu-Jen Hsiao
Senior Manager StanleyChao
Senior Manager Chyi-ShyangChio
Senior Manager Jonathan Tu
Senior Manager Steven Lin (Note 6)
Senior Manager Ming-FangRao
Manager Eric Hsu
Manager Nan-Chou Liu
Manager JudyLiao
Manager April Wang
Manager Chin-Ho Lin (Note 7)
Manager Wun-Bin Hou
Manager Chiu-Shan Chung
Manager Jason Su
Manager Ben Yu
AccountingManager Pi-Chen Wang

Note 1: Individual names and titles shall be disclosed, but compensations received can be disclosed as total sum. Note 2: Employee compensations (including shares and cash) given to managers as approved by the Board of Directors for the most recent fiscal year shall be disclosed. But in case an estimated figure cannot be derived, this year's budgeted compensations shall be calculated based on last year's actual compensation distribution proportion. After-tax net income refers to the after-tax net income for the most recent fiscal year; for those that have already adopted the IFRS principles, after-tax net income refers to the after-tax net income in parent company only or individual financial reports for the most recent fiscal year. After-tax net income

Note 3: The scope of the term "manager" will be applied based on the below standards as stated by Memorandum No. 0920001301 issued on Mar. 27, 2003 by the TPEX:

(1) President and its equivalent (2) Senior Vice President and its equivalent

(3) Vice President and its equivalent (4) Supervisor of Finance Department

(5) Supervisor of Accounting Department (6) Other personnel authorized to manage Company operations and sign for approval.

Note 4: If Directors, President or Senior Vice President have received employee compensations (including

  • 31 -

shares and cash), this form shall be filled out in addition to table 1 -2. Note 5: New appointment since January 1, 2021 Note 6: New appointment since February 1, 2021 Note 7: New appointment since February 1, 2021 Note 8:﹝-﹞ in the table means ﹝0﹞

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

Analysis of Ratio of Total Compensations Paid to Directors, Supervisors, the President and Vice Presidents by the Company and All Companies Listed in the Consolidated Financial Statements to Net Income in the Most Recent Two Years

Net income to net
income after tax in
2020
Net profit ratio (%)
- The Company
(proposed number)
Net income to net
income after tax in
2020
Net profit ratio (%)
- consolidated in the
financial statement
The Company
(proposed number)
Net income to net
income after tax in
2019
The net income after
tax ratio (%)
- The Company
Net income to net
income after tax in
2019
The net income after
tax ratio (%)
- consolidated in the
financial statement
Company
Directors 6.62 6.62 6.14 6.14
Supervisors (Note) - - - -
Presidents and Vice
Presidents
4.05 4.05 3.42 3.42

Note: The Company set up an Audit Committee on June 6, 2014 to replace the supervisor function, so it was not applicable since 2015.

Policies, Standards and Packages of Director Remuneration, as well as Procedures for Determining Remuneration, and Its Correlations with Business Performance and Future Risk Exposure

Reasonable remuneration are paid to Directors in accordance with Article 35-1 of the Company's Corporate Charter which stipulates that "If the Company posts a profit in a particular year, one (1) percent to five (5) percent of the profit shall be distributed as employee bonus, whereas less than five (5) percent of the profit shall be distributed as Directors remuneration (excluding Independent Directors)...", this is to combine the Company's operating performance and Directors' contributions to the Company's performance to provide remuneration for the Directors. Salaries are paid to the President and senior Vice President in accordance with the Company's Rules Governing the Management of Compensation for Managerial Officers, and by taking into consideration the salary level of the position in the industry to which the Company belongs, the scope of duties within the Company and the manager’s contributions to the Company's operating goals. Rules related to performance appraisal for the Company's Directors and managerial officers serve as the basis for determining remuneration. In addition to the Company's overall operating performance, the future operating risks and development trend of the industry, an individual's performance accomplishments and his/her contributions to the Company's performance shall also be taken into account in order to determine reasonable remuneration. The Remuneration Committee and the Board of Directors shall review related performance appraisal and the reasonableness of the remuneration determined. The Company's remuneration procedure shall be reviewed periodically, based on the actual business performance and the relevant laws and regulations to maintain a balance between the Company's sustainable business continuity and risk control.

  • 32 -

3.3 Implementation of Corporate Governance 3.3.1 Board of Directors

A total of seven (A) meetings of the Board of Directors were held in the previous period. The attendance of director and supervisor were as follows:

Title Name Attendance
in Person
(B)
By Proxy Attendance Rate
(%)【B/A】
Remarks
Chairman Yong-Shin Development Co., Ltd.
Representative: Steve Lee
3 0 100 Dismissal
2020.06.12
Chairman Steve Lee 4 0 100 New appointment
2020.06.12
Director Yong-Shin Development Co., Ltd.
Representative: Charles Sung
7 0 100 Reappointment
2020.06.12
Director Yong-Shin Development Co., Ltd.
Representative: Chung-Chou Chang
7 0 100 Reappointment
2020.06.12
Director Yong-Shin Development Co., Ltd.
Representative: Bin-Fu Chen
6 1 86 Reappointment
2020.06.12
Director Yong-Shin Development Co., Ltd.
Representative: Julie Lee
6 0 100 Dismissal
2020.11.11
Director Yong-Shin Development Co., Ltd.
Representative: Chain-Cheng Lee
1 0 100 New appointment
2020.11.11
Director Bank of Taiwan Co., Ltd.
Representative: Wen-Chang Chen
7 0 100 Reappointment
2020.06.12
Director Bank of Taiwan Co., Ltd.
Representative: Mei-Ling Wu
7 0 100 Reappointment
2020.06.12
Director Bank of Taiwan Co., Ltd.
Representative: Tze-Yue Chen
(Note)
6 0 100 Reappointment
2020.06.12
Independent
Director
Tien-Sung Lee 3 0 100 Dismissal
2020.06.12
Independent
Director
Yeong-Tsong Shaw 3 0 100 Dismissal
2020.06.12
Independent
Director
Cheng Ching Huang 4 0 100 New appointment
2020.06.12
Independent
Director
Nien-Tsu Chiang 4 0 100 New appointment
2020.06.12
Independent
Director
Jimmy T. Hsieh 6 1 86 Reappointment
2020.06.12

Note: Bank of Taiwan Co., Ltd. changed its Board representative to Ms. Tze-Yue Chen on January 21, 2020. She should attend Board Meetings for 6 times after the appointment.

Attendance of Independent Directors to the sessions of the Board in 2020

◎:in person; ☆ : by proxy;*: Absent;

Session
(Date)
Name
ChengChingHuang
Nien-Tsu Chiang
JimmyT. Hsieh
Tien-SungLee
Yeong-TsongShaw
the 23th meeting
of the 25th Board
of Directors
(1/20/2020)

the 24th meeting
of the 25th Board
of Directors
(3/20/2020)

the 25th meeting
of the 25th Board
of Directors
(4/30/2020)

the 1st meeting
of the 26th Board
of Directors
(6/12/2020)


the 2nd meeting
of the 26th Board
of Directors
(8/28/2020)

the 3rd meeting
of the 26th Board
of Directors
(10/30/2020)


the 4th meeting
of the 26th Board
of Directors
(12/25/2020)
- - -
- - -
- - - -
- - - -
  • 33 -

Other required disclosure:

  • I. If the operation of the Board of Directors includes one of the following circumstances, the date, period of the Board of Directors, the contents of proposals, all Independent Directors' opinion and the reaction toward Independent Directors' opinions by the Company shall be specified.

  • (I)All conditions listed in Article 14-3 of the Securities and Exchange Act.

Board of
Directors
Term and Date
Proposal Items
specified in
Article 14-3
of the
Securities
and
Exchange
Act
Adverse
opinions or
qualified
opinions of
the
Independent
Directors
25th Board of
Directors
23th Meeting
(2020/01/20)
Resolution of the proposals in the meeting
minutes of the 9rd meeting of the 3rd
RemunerationCommittee.
V No
Opinions of Independent Directors: no.
The response of the Company to the opinions of the Independent
Directors: no.
Resolution: the Board acted in favor of the motion as stated in common
consent.
25th Board of
Directors
24th Meeting
(2020/03/20)
1.Resolution for appointing the CPAs
Wang-Sheng Lin and Wen-Yea Shyu of
Deloitte, Taiwan to audit the 2020
financial and taxation statements and their
remuneration.
V No
2.Resolution of the proposals in the meeting
minutes of the 10rd meeting of the 3rd
Remuneration Committee.
V No
Opinions of Independent Directors: no.
The response of the Company to the opinions of the Independent
Directors: no.
Resolution: the Board acted in favor of the motion as stated in common
consent.
25th Board of
Directors
25th Meeting
(2020/04/30)
1.Resolution for approval to discharge
Director from Non-Compete Restrictions
V No
2.Resolution of the 2020 Company Audit
Plan.
V No
Opinions of Independent Directors: no.
The response of the Company to the opinions of the Independent
Directors: no.
Resolution: the Board acted in favor of the motion as stated in common
consent.
~~26th Board of~~
Directors
2nd Meeting
(2020/08/28)
~~Resolution for the donation to "Taiwan Fire~~
& Marine Foundation".
V ~~No~~
V No
Opinions of Independent Directors: no.
The response of the Company to the opinions of the Independent
Directors: no.
Resolution: the Board acted in favor of the motion as stated in common
consent.
Board of Proposal Items Adverse
  • 34 -
Directors
Term and Date
specified in
Article 14-3
of the
Securities
and
Exchange
Act
opinions or
qualified
opinions of
the
Independent
Directors
26th Board of
Directors
4th Meeting
(2020/12/25)
1.Resolution of the amendments to the
"InternalControlSystem"
V No
2.Resolution of the 2021 Company Audit
Plan.
V No
Opinions of Independent Directors: no.
The response of the Company to the opinions of the Independent
Directors: no.
Resolution: the Board acted in favor of the motion as stated in common
consent.
26th Board of
Directors
7th Meeting
(2021/03/26)
1. Resolution of the 2020 Internal Control
System Statement.
V No
2. Resolution of the 2020 overall
implementation status of the information
security system statement.
V No
3.Approval for investment in Abico Asia
Capital II Excellence Transformation and
Growth Limited Partnership Venture
Capital Fund.
V No
4. Resolution for appointing the CPAs
Wang-Sheng Lin and Wen-Yea Shyu of
Deloitte, Taiwan to audit the 2021
financial and taxation statements and their
remuneration.
V No
5. Resolution of the proposals in the meeting
minutes of the 3rd meeting of the 4rd
RemunerationCommittee.
V No
Opinions of Independent Directors: no.
The response of the Company to the opinions of the Independent
Directors: no.
Resolution: the Board acted in favor of the motion as stated in common
consent.
  • (II)In addition to the preceding matter, other resolutions of the Board of Directors on which independent directors have dissenting opinions or qualified opinions, and that are documented or issued through written statements: None

  • II. In regards to the recusal of independent directors from voting due to conflict of interests, the name of the independent directors, the proposal, reasons for recusal due to conflict of interests and voting outcomes should be stated:

  • (I) The 23rd meeting of the 25th term Board of Directors: Reviewed the minutes and records of various proposals brought forth at the 9th meeting of the 3rd term Remuneration Committee. This proposal is in relation to the remuneration of Chairman Steve Lee, Director Charles Sung and Director Julie Lee as concurrent employees. Disclosures of the materiality of the interested parties have been made, and interested parties have recused themselves from discussion and voting.

  • 35 -

  • (II) The 24th meeting of the 25th term Board of Directors: Reviewed the minutes and records of various proposals brought forth at the 10th meeting of the 3rd term Remuneration Committee. In the case of the distribution of Directors' remuneration, the Directors recused themselves from the discussion and voting on the proposal in accordance with the relevant regulations in respect of the parts in which they or the legal entities they represent have an interest.

  • (III) The 25th meeting of the 25th term Board of Directors: The Company intends to nominate and examine the list of candidates for the 26th term of the Company's Directors, and the nominees will be examined one by one; if the nominee is an incumbent Director, the Director and other representative Directors of the corporate shareholder he/she represents have stated the material content of his/her interest and recused themselves from the discussion and voting on his/her nomination. The spouse and blood relatives within the second degree of kinship of Chairman Steve Lee are the responsible persons of Yung Shin Development Co., Ltd. Chairman Steve Lee has stated the materiality of his interest, as has the representative Director of YungShin Development Co., Ltd. Both have recused themselves when discussing and voting on the nomination of Chairman Steve Lee and the representative director of YungShin Development Co. The proposed release of the 26th term Directors of the Company from Non-compete Clauses. The proposal pertains to the release of Bank of Taiwan Corporation and its representatives, Director Wen-Chang Chen, Director Mei-Ling Wu, and Director Tze-Yue Chen from non-compete restrictions. Director Wen-Chang Chen and the two aforementioned Directors have stated the materiality of their interests and recused themselves from the discussion and voting. In the proposal of the 2020 Annual Audit Plan, Director Charles Sung, who is the President of the Company, and Director Julie Lee, who is employed at the International Business Division of the Company, are the subjects of the audit review, and have stated the materiality of his interests and recused himself from the discussion and voting. In the appointment of the new President, this prosal discusses the term of director Charles Sung as the Company’s President. The materiality of his interests has been stated and he has recused himself during the discussion and voting.

  • (IV) The 2nd meeting of the 26th Board of Directors: In the proposed donation to the TFMI Foundation, Company Chairman Steve Lee serves as the Chairman of the Foundation, and Director Charles Sung and director Julie Lee both serve as Directors of the Foundation. The Directors have stated the materiality of their interests, and recused themselves during the discussion and voting. Reviewed the minutes and records of the various proposals brought forth at the 1st meeting of the 4th term Remuneration Committee. When discussing the remuneration of the 26th term non-independent Directors, all the non-independent Directors have stated the materiality of their interests and recused themselves during the discussion and voting. When discussing the remuneration distribution of 26th term independent Directors, all independent Directors have stated the materiality of their interests and recused themselves during the discussion and voting.

  • (V) The 4th Meeting of the 26th term Board of Directors: For the 2021 Annual Audit Plan, Director Charles Sung serves as the President of the Company, and is the subject of audit. He has stated the materiality of his interests and recused himself during the discussion and voting.

  • (VI) The 5th meeting of the 26th term Board of Directors: Reviewed the minutes and records of various proposals brought forth during the 2nd meeting of the 4th Remuneration Committee. When discussing salary and remuneration proposals of Director Chien-Cheng Li, he stated the materiality of his interests and recused himself during the discussion and voting. When discussing the salary and remuneration of Vice Chairman Charles Sung, he stated the materiality of his interests and recused himself during the discussion and voting.

  • 36 -

When discussing the salary and remuneration of Chairman Steve Lee, he stated the materiality of his interests and recused himself during the discussion and voting.

  • (VII) The 7th meeting of the 26th term Board of Directors: With regards to the proposed authorization to invest in Abico Asia Capital II Excellence Transformation and Growth Limited Partnership Venture Capital Fund, Bank of Taiwan Co., Ltd. serves as a Director of Mega Financial Holding Company, whose 100% wholly-owned subsidiary Mega International Commercial Bank is a limited partner expected to participate in the fund. Therefore Bank of Taiwan representatives Director Wen-Chang Chen, Director Mei-Ling Wu, and Director Tze-Yue Chen stated the materiality of their interests and recused themselves during the discussion and voting. Reviewed the minutes and records of the various proposals brought forth at the 3rd meeting of the 4th term Remuneration Committee. When discussing the distribution of Directors’ remuneration in 2020, all non-independent Directors have stated the materiality of their interests and recused themselves during the discussion and voting. When discussing the salary and remuneration of Director Su-Chu Hsu, she stated the materiality of her interests and recused herself during the discussion and voting.

  • III.The information regarding evaluation cycle and frequency, evaluation scope, method and evaluation content by ownself (or peer) according to the Board of Directors, please refer to page 29 for the implementation of the Board.

  • IV.Goals (e.g., establishing an Audit Committee, enhancing information transparency) primed to enhance the Board of Directors’ professionalism and the assessment on their execution process for the year and the most recent year:

  • (I)The Company established the Audit Committee on June 6, 2014 and 5 meetings of the Audit Committee were convened in 2020.

  • (II)The Company adopted the candidate nomination system for the election of the 26th-term Directors and completed the election on June 12, 2020.

  • (III)The Company established the "Ethical Corporate Management Committee" in 2017 to implement corporate governance, strengthen the operating efficiency of the Board of Directors, and establish a corporate culture of ethical management.

Evaluation on the implementation of the Board of Directors:

Evaluation on the implementation of the Board of Directors:
Evaluation
cycle
(Note 1)
once a year.
Period of
evaluation
(Note 2)
from January 1, 2020 to December 31, 2020
Scope
(Note 3)
The scope of the evaluation of the Board of Directors includes the evaluation
of the performance of the entire Board of Directors, individual Board
members,the Audit Committee and the Remuneration Committee.
Evaluation
method
(Note 4)
Performance evaluation is conducted through internal self-evaluation by the
Board of Directors, self-evaluation by Board members, and peer evaluations.
If the term of office of the subjects of the preceding paragraphs does not
expire in that year, the performance evaluation shall be conducted during the
term of office in thatyear.
Evaluation
content
(Note 5)
The Company shall consider it's situation and needs to establish the criteria
for board performance evaluation, and shall include at least the following
five major aspects:
I.
Extent ofparticipation in the Company's operations.
  • 37 -
II.
Improvement in the quality of the Board's decision-making.
III.
Composition and structure of the Board of Directors.
IV.
Election of Directors and Continuing Education.
V.
Internal Control.
The measurement items of the self-assessment questionnaire for Board
members and peers should include at least the six following aspects:
I.
Familiarity with the Company's goals and undertakings.
II.
Awareness of Directors' responsibilities.
III.
Extent of participation in the Company's operations.
IV.
Internal relationship management and communication.
V.
Professionalism and continuing education of Directors.
VI.
Internal Control.
The measurement items of the Audit Committee's performance evaluation
should include at least the five following aspects:
I.
Extent of participation in the Company's operations.
II.
Recognition of the Audit Committee's responsibilities.
III.
Improvement in the quality of decision-making of the Audit
Committee.
IV.
The composition of the Audit Committee and the selection of its
members.
V.
Internal Control.
The measurement items of the Remuneration Committee’s performance
evaluation should include at least the four following aspects:
I.
Extent of participation in the company's operations.
II.
Recognition of the Remuneration Committee's responsibilities.
III.
Improvement in the quality of decision-making of the Remuneration
Committee.
IV.
Composition and Selection of Remuneration Committee Members
  • Note 1: Fill in the execution cycle of the evaluation for the Board of Directors, for example: once a year. Note 2: Fill in the covered period of the evaluation for the Board of Directors, for example: the performance evaluation of the Board from January 1, 2019 to December 31, 2019.

  • Note 3: The scope of evaluation include the performance of the Board of Directors, individual board members and functional committees.

  • Note 4: The methods of evaluation include internal self-evaluation by the board members, peer evaluation, appointment of external professional institutions, experts, or other appropriate methods to carry out the evaluation of performance.

  • Note 5: The contents of evaluation include at least the following items according to:

  • (1) The evaluation of performance for the board: at least include the level of participation in the operations for the Company, the quality of decisions for the board, the composition and structure of the board, selection of Directors and training, internal control, etc.

  • (2) The evaluation of performance for individual Directors: at least include the handling of goals and tasks for the Company, the responsibilities for Directors, and the level of participation in the operations for the Company, the management and communication for internal relationship, the profession of Directors, training, and internal control, etc.

  • (3) The evaluation of performance for the functional committees: the level of participation in the company operations, the responsibilities of the functional committees, the quality of decisions of the functional committees, the composition of the functional committee, the selection for members, internal control, etc.

  • 38 -

3.3.2 Audit Committeeor Attendance of Supervisors at Board Meetings

The Company's Audit Committee is composed of all Independent Directors. The key work and audit items include:

  • 1.Adoption or amendment of an internal control system pursuant to Article 14-1.

  • 2.Assessment of the effectiveness of the internal control system.

  • 3.Adoption or amendment, pursuant to Article 36-1, 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, or endorsements or guarantees for others.

  • 4.A matter bearing on the personal interest of a director.

  • 5.A material asset or derivatives transaction.

  • 6.A material monetary loan, endorsement, or provision of guarantee.

  • 7.The offering, issuance, or private placement of any equity-type securities.

  • 8.The hiring or dismissal of an attesting CPA, or the compensation given thereto.

  • 9.The appointment or discharge of a financial, accounting, or internal auditing officer. 10.Annual and semi-annual financial reports.

  • 11.Any other material matter so required by the company or the Competent Authority.

A. Audit Committee

A total of 5 (A) Audit Committee meetings were held in the previous period. The attendance of the independent directors was as follows:

Title Name Attendance in
Person(B)
By Proxy Attendance Rate
(%) 【B/A】
Remarks
Independent
Director
Cheng-Ching
Huang
2 0 100 New appointment
2020.06.12
Independent
Director
Nien-Tsu
Chiang
2 0 100 New appointment
2020.06.12
Independent
Director
Jimmy T.
Hsieh
4 1 80 Reappointment
2020.06.12
Independent
Director
Tien-Sung Lee 3 0 100 Dismissal
2020.06.12
Independent
Director
Yeong-Tsong
Shaw
3 0 100 Dismissal
2020.06.12

Other required disclosure:

  • I. If the audit Committee has any of the following issues; the date, period, proposal content, the resolution of the Audit Committee and the Company's reaction toward the audit Committee's opinions shall be specified.

  • (I) Items listed in Article 14-5 of Securities and Exchange Act:

  • 39 -

Board of
Directors
Term and
Date
Proposal
Items
specified in
Article 14-5
of the
Securities
and
Exchange Act
Any resolution
not approved
by the Audit
Committee but
approved by
two thirds or
more of all
Directors
25th Board of
Directors
24th Meeting
(2020/03/20)

1.Resolution of the Company's 2019
Financial Report.
V No
2.Resolution for appointing the
CPAs Wang-Sheng Lin and
Wen-Yea Shyu of Deloitte,
Taiwan to audit the 2020 financial
and taxation statements and
remuneration report.
V No
3.Resolution of the Anti-Money
Laundering and Counter Terrorism
Financing Internal Control System
Statement for 2019.
V No
4.Resolution of the 2019 "Internal
ControlSystemStatement".
V No
5.Resolution of the statement of the
overall implementation status of
the information security system in
2019.
V No
Audit Committee Resolution:
The Chair consulted all Independent Directors in attendance and the
proposals were passed unanimously by the Independent Directors in
attendance and filed for discussion in the board meeting.
Response of the Company to the opinions of the Audit Committee:
the Board acted in favor of the motion in common consent.
25th Board of
Directors
25th Meeting
(2020/04/30)

1.Resolution for approval to
discharge Director Candidates
from Non-Compete Restrictions
during the Directors’ election for
the Company's 26th term of Board
of Directors.
V No
2. Resolution of the 2020 Company
Audit Plan.
V No
Audit Committee Resolution:
The Chair consulted all Independent Directors in attendance and the
proposals were passed unanimously by the Independent Directors in
attendance and filed for discussion in the board meeting.
Response of the Company to the opinions of the Audit Committee:
the Board acted in favor of the motion in common consent.
  • 40 -
Board of
Directors
Term and
Date
Proposal Items
specified in
Article 14-5
of the
Securities
and
Exchange Act
Any resolution
not approved
by the Audit
Committee but
approved by
two thirds or
more of all
directors
26th Board of
Directors
2nd Meeting
(2020/08/28)

1.Resolution of the Company's
Financial Report for the first half
of 2020.
V No
2.Resolution for the donation to
"Taiwan Fire & Marine
Foundation".
V No
Audit Committee Resolution:
The Chair consulted all Independent Directors in attendance and the
proposals were passed unanimously by the Independent Directors in
attendance and filed for discussion in the board meeting.
Response of the Company to the opinions of the Audit Committee:
the Board acted in favor of the motion in common consent.
26th Board of
Directors
4th Meeting
(2020/12/25)

1.Resolution of the amendments to
the"InternalControlSystem"
V No
2.Resolution of the 2021 Company
Audit Plan.
V No
Audit Committee Resolution:
The Chair consulted all Independent Directors in attendance and the
proposals were passed unanimously by the Independent Directors in
attendance and filed for discussion in the board meeting.
Response of the Company to the opinions of the Audit Committee:
the Board acted in favor of the motion in common consent.
26th Board of
Directors
7th Meeting
(2021/03/26)

1.Resolution of the 2020
Anti-Money Laundering and
Counter Terrorism Financing
Internal Control System Statement.
V No
2.Resolution of the 2020 Internal
Control System Statement.
V No
3.Resolution of the 2020 overall
implementation status of the
information security system
statement.
V No
4.Approval for investment in Abico
Asia Capital II Excellence
Transformation and Growth
Limited Partnership Venture
Capital Fund.
V No
5.Resolution for appointing the
CPAs Wang-Sheng Lin and
Wen-Yea Shyu of Deloitte, Taiwan
to audit the 2021 financial and
taxation statements and their
remuneration.
V No
  • 41 -
Board of
Directors
Term and
Date
Proposal Items
specified in
Article 14-5
of the
Securities
and
Exchange Act
Any resolution
not approved
by the Audit
Committee but
approved by
two thirds or
more of all
directors
6.Resolution of the Company's 2020
Financial Report.
V No
7. Resolution of the Company's 2020
Earnings Distribution Proposal.
V No
Audit Committee Resolution:
The Chair consulted all Independent Directors in attendance and the
proposals were passed unanimously by the Independent Directors in
attendance and filed for discussion in the board meeting.
Response of the Company to the opinions of the Audit Committee:
the Board acted in favor of the motion in common consent.
  • (II) In addition to the items in the preceding sentence, other resolutions passed by two-thirds of all the directors but yet to be approved by the Audit Committee: None.

  • II. In regards to the recusal of independent directors from voting due to conflict of interests, the name of the independent directors, the proposal, reasons for recusal due to conflict of interests and voting outcomes should be stated: None

  • III. Communication among independent directors and internal audit supervisors and CPA (shall include material matters, methods, and results of communication on the Company's finance and state of business):

  • (I) The head of internal audit and the independent Directors shall convene at least once every quarter, and the Audit Committee shall report on the status of the Company's audit and the execution of internal control measures in its 2020 Annual Meeting. In the event of major irregularities, a meeting may be convened at any time to discuss and communicate.

  • (II) The independent Directors and the internal audit supervisor shall hold a symposium at least once a year to fully communicate and make records on issues such as the company's internal auditing deficiencies and improvement plans, and submit the meeting minutes of the symposium to the Board of Directors for a report.

  • (III) The independent Directors and accountants shall meet at the audit committee meeting at least twice a year to fully communicate on the Company's financial and business conditions, audit reports and the 2020 audit plan. In case of major irregularities, they may convene meetings to discuss and communicate at any time.

  • 42 -

Summary of communication:

Date Communic
ation
method
Communicati
on target
Communication item Communication results
2020.03.20
Audit
Committee
1. The
Company's
Chief
Auditor
2. The
Company's
Chief
Accounting
Officer and
CPA
1. Report on the Company's audit
operations in the second half of
2019.
2. Report on the Company's 2019
internal control system
Self-Assessment Report and
the Company's 2019 Internal
Control System Statement.
3. Review of the Company's 2019
Financial Report.




1. Approved for the
records.
2. The chair consulted all
Committee Members
in attendance. The
proposals were passed
unanimously and filed
for discussion in the
board meeting.
3. The chair consulted all
Committee Members
in attendance. The
proposals were passed
unanimously and filed
for discussion in the
board meeting.
2020.04.30
Audit
Committee
The
Company's
Chief
Auditor
Report on the Company's
improvement status regarding
irregularities found in
inspections in the second half of
2019.
Approved for the
records.
2020.08.28
Audit
Committee
1. The
Company's
Chief
Auditor
2. The
Company's
Chief
Accounting
Officer and
CPA
1. Report on the Company's audit
operations in the first half of
2020.
2. Communication with the
Company's CPA regarding the
2020 the audit plan and the
audit for the second quarter of
2020.
3. Review the Company's
financial report for the first
half of 2020.

1. Approved for the
records.
2. Approved for the
records.
3. The chair consulted all
Committee Members
in attendance. The
proposals were passed
unanimously and filed
for discussion in the
board meeting.
2020.10.30 The forum
between
owner and
internal
auditor
The
Company's
Chief
Auditor
1.Analysis of the status for
internal auditing.
2.The situation about the
auditing deficiencies in the
first half of 2020 and the
handling of improvement for
the Company.
3.The focus of financial
inspection in 2020 - Nonlife
insurance companies.
4.The main auditing deficiencies
in the first half of 2020 by the
inspection bureau - nonlife
insurance companies.
5.Cases of punishment in
nonlife insurance industry
from January to September in
2020.
6.In 2020, the presentation and
matters of promotion for
Approved for the
records.
  • 43 -
Date Communic
ation
method
Communicati
on target
Communication item Communication results
"Internal Auditing Symposium
on Insurance Industry" by the
inspection bureau.
2020.12.25
Audit
Committee
The
Company's
Chief
Auditor
Review the Company's 2021
audit plan
The chair consulted all
Committee Members in
attendance. The
proposals were passed
unanimously and filed
for discussion in the
board meeting.

B. Attendance of Supervisors at Board Meetings: N/A, Company has Audit Committee set up in lieu of the functions of Supervisors.

  • 44 -

3.3.3 State of Corporate Governance, Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and Reason

Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
1. Has the Company established
and disclosed its code of
practices on corporate
governance based on "Corporate
Governance Best Practice
Principles for TWSE/TPEx
Listed Companies?"

The Company has established the
"Corporate Governance Best Practice
Principles" in accordance with the
"Corporate Governance Best Practice
Principles for Insurance Companies"
and the "Corporate Governance Best
Practice Principles for TWSE/TPEx
Listed Companies" and disclosed on
the Company's official website
under the Company's important
regulations
(https://www.tfmi.com.tw).


It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
2. The shareholding structure of
the Company and
shareholders' rights
(1) Did the company establish an
internal procedure for
handling shareholder
proposals, inquiries, disputes,
and litigation? Are such
matters handled according to
the internal procedure?
(2) Did the company maintain a
register of major shareholders
with controlling interest as
well as a register of persons
exercising ultimate control
over those major shareholders?
(3) Did the company establish and
enforce risk control and
firewall systems with its


(1) The Company has designated a
spokesperson, acting
spokesperson, and shareholder
service personnel to process
shareholders' suggestions,
questions, and disputes. The
contact methods are disclosed on
the Company's official website
(https://www.tfmi.com.tw) to
protect shareholder interests.
(2) The Company has established
shareholder service personnel to
manage related information and
assigned a professional
shareholder service agency to
provide the latest information.
(3) The Company and its affiliated
enterprises adopted independent
management of their assets and
It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 45 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
affiliate enterprises?
(4) Did the company formulate
internal regulations that
prohibit company insiders
from trading securities using
information not disclosed to
the market?
finances. The Company has also
established the "Procedures
Governing the Acquisition and
Disposal of Assets," "Procedures
on Transactions with
Stakeholders," "Regulations on
Financial Businesses and
Transactions with Stakeholders,"
"Internal Regulations on
Transactions with Stakeholders,"
and "Reinvestment Management
Regulations" to provide
guidance.
(4) The Company has established the
"Regulations on Prevention of
Conflicts of Interest and Insider
Trading" and "Procedures for
Handling Material Internal
Information” to prevent internal
staff from trading securities based
on information that has not been
disclosed to the market. The
regulations are placed in the
Company's internal regulations
and announced on the Company's
official website.
(https://www.tfmi.com.tw)


It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
3. Organization and
responsibilities of the Board of
Directors
(1) Has a policy of diversity been
established and implemented
for the composition of the
board of directors?
(1)The Company's Corporate
Governance Best Practice
Principles provides that, to
improve the structure of the
Board of Directors, the Members
of the Board should be diversified
in terms of differentprofessional

It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 46 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
(2) In addition to Salary and
Remuneration Committee and
Audit Committee established
according to law, has the
company voluntarily
established other functional
committees?
backgrounds (such as legal,
accounting, and industrial
backgrounds), gender, or sectors.
The composition of the members
of the Board should have gender
equality and incorporate
knowledge, skills, and ethics
required for the performance of
duties. The Members of the Board
elected by the Company on June
12, 2020 and their representatives
all meet the preceding
qualifications for improving the
structure of the Board of
Directors and enhance the
Company's corporate governance.
(2)The Company has established
functional committees as follows:
1. Risk Management Committee: An
Independent Director serves as
Convener. The Risk Management
Committee follows regulations,
implements risk management
system, effectively manages and
correctly assesses the reasonable
risks in the Company's business
operations and assists the Board of
Directors in recognizing the
necessary risks in the insurance
industry, establish appropriate risk
management mechanisms and
culture, and ensure the validity of
risk management. A Risk
Management Office is established
to oversee the operations of the
Committee.
2. Remuneration Committee: The




It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 47 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
Committee is responsible for
establishing a system of evaluation
and regularly reviews the
performance of the Directors and
managers as well as remuneration
policies, systems, standards,
structures, and related affairs.
3. Audit Committee: The main
mission of the Committee is to
supervise the Company’s affairs.
A. The fair presentation of the
Company's financial reports.
B. Appointment or dismissal of
the certifying CPAs and
evaluation of their
independence and
performance.
C. The effective
implementation of the
Company's internal control
system.
D. The compliance to relevant
regulations and rules.
E. Management of existing or
potential risks.
4. Ethical Management Committee:
The main function of this
committee is to assist in
incorporating ethics and moral
values into the Company's
business strategy and adopt
appropriate prevention measures
against corruption and
malfeasance to ensure ethical
corporate management in
compliance with the requirements
of laws and regulations. This


It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 48 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
(3) Does the company establish
standards and method for
evaluating Board performance,
conduct annual performance
evaluations, submit
performance evaluation results
to the Board, and use the
results as a basis for
determining the remuneration
and nomination of individual
Directors?
committee plans and formulates
standard operating procedures
associated with the prevention of
unethical conduct to ensure the
implementation effectiveness of
the Company's whistleblowing
system. The Ethical Management
Committee also assists the Board
of Directors and senior
management in reviewing and
assessing whether the prevention
measures taken for implementing
ethical corporate management are
carried out effectively, and
preparing reports on the regular
assessment of compliance with
ethical corporate management in
operating procedures.
(3)The Company has formulated the
"Directors Performance Evaluation
Procedures", which stipulates the
procedures and indicators
conducted for the annual Board
evaluation, and the results of
evaluation should be completed
before the end of the first quarter of
the following year.
The Company's Directors'
evaluation indicators are as
follows:
1.The performance evaluation of
the Board of Directors includes
five major aspects:
A. Extent of participation in the
company's operations.
B. Improvement in the quality of
the Board's decision-making.
C. Composition and structure of
the Board of Directors.
It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 49 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
D. Election of Directors and
Continuing Education.
E. Internal Control.
2.The performance evaluation of
Board members includes six
major aspects:
A. Familiarity with the Company's
goals and undertakings.
B. Awareness of Directors'
responsibilities.
C. Extent of participation in the
Company's operations.
D. Internal relationship
management and
communication.
E. Professional and continuing
education of Directors.
F. Internal Control.
3.The Audit Committee's
performance evaluation includes
five major aspects:
A. Extent of participation in the
company's operations.
B. Recognition of the Audit
Committee's responsibilities.
D. Improvement in the quality of
decision-making of the Audit
Committee.
E. The composition of the Audit
Committee and the selection of
its members.
F. Internal Control.
4.The performance evaluation of
the Remuneration Committee
includes four major aspects:
A. Extent of participation in the
company's operations.
B. Recognition of the
Remuneration Committee's
responsibilities.
C. Improvement in the quality of
decision-makingof the


It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 50 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
(4) Did the company regularly
implement assessments on the
independence of the CPAs?
Remuneration Committee.
D. Composition and Selection of
Remuneration Committee
Members.
The evaluation results are to be
categorized as "excellent",
"acceptable" and "need
improvement". The evaluation
results were presented to the
Board of Directors on March 26,
2021. The results of the
performance evaluation for 2020
were “excellent” for each board
member, the Audit Committee and
the Remuneration Committee.
(4) To maintain the independence of
the certifying CPAs and comply
with regulations, the Company
evaluates the independence of
certifying CPAs every year in
accordance with the No. 10
Statement on Professional Ethics
Standards for ROC Accountants
on "Integrity, Objectivity and
Independence." The evaluation
items are as follows:
A. Statement of Independence
B. Direct or indirect material
financial interests
C. Currently serving or having
served as the Company's
Director, Supervisor, or
other positions that could
seriously affect the audit in
the most recent two years.
D. Defended the Company's
views or opinions that may
affect his/her independence.

It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 51 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
E. The CPA and the audit team
did not suffer or feel any
threat from the Company
that may cause it to be
unable to maintain
objectivity and clarify
professional skepticism.
The CPA and the audit team
did not provide any
non-auditing services that
may affect their
independence.
F. There were no other
occurrences of conditions
specified in the No. 10
Statement on Professional
Ethics Standards that may
affect their independence.
The evaluation report has been
submitted to the Audit
Committee and the Board of
Directors for approval. The
evaluation has shown that the
CPAs Wang-Sheng Lin and
Wen-Ya Hsu of the accounting
firm Deloitte & Touche
appointed by the Company in
2020 and 2021 meet
requirements for independence.
4. Does the TWSE/TPEx listed
company have a dedicated
unit/staff member in charge of
the Company's corporate
governance affairs (including
but not limited to providing
information required for
director/supervisor's operations,
(I) In order to protect the rights of
shareholders and strengthen the
functions of the Board of
Directors, the Company has
allocated the appropriate
corporate governance personnel in
the legal compliance office,
financial department and planning
department. In the 19th meeting

It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 52 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
convening Board/Shareholder
meetings in compliance with
the law, apply for/change
company registry and
producing meeting minutes of
Board/Shareholder meetings)?
of the 25th Board of Directors on
April 26, 2019, a resolution was
passed to appoint Vice President
Nicholas Sheu as the head of
Corporate Governance. He has
been in charge of legal affairs and
procedures for more than three
years. His main responsibilities
are to supervise and manage the
meetings for Board of Directors
and shareholders in accordance
with the law, to prepare the
minute book for the Board and
shareholders, to assist Directors
taking office and training, to
provide Directors with the
necessary information to conduct
businesses, to assist Directors
following laws and other matters
stipulated by the Company
Charters or contracts.
(II) 2020 the Head of Corporate
Governance supervised and
implemented corporate
governance matters with the
support of relevant units:
1. Assisted Directors to provide
the necessary information
regarding the business and to
follow with laws and
regulations.
2. Handled all matters relatimg to
the Meetings of the Board and
Shareholders in accordance
with the law.
(1)Meeting agenda for the
Board meeting shall be
conveyed to all Directors 7
days prior with sufficient
information to enable the
Directors to understand the
relevant content;if the
  • 53 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
content is related to the
Directors and should be
properly recused.
(2)All matters relating to the
Shareholders' Meeting are
to be planned and handled
in accordance with the law,
and the letter of advice,
meeting handbook, the
annual report, the minute
books and the relevant
announcements after the
meeting all prepared per
regulation requirement.
3. Prepare the minute books for
the meeting of the Board and
Shareholders.
(1)The minute books for the
meeting of the board are
distributed to the Directors
within 20 days after the
meeting.
(2)The minute books for the
meeting of the
shareholders will be
announced to all
shareholders within 20
days after the meeting.
4. Handle and change the
registration matters related of
company within 15 days.
5. Provide at least 6 hours of
advanced home- training
sessions for the Directors.
6. 2020 D&O liability insurance
policy renewed and reported to
the Board of Directors.
7. Strengthen information
disclosure: to safeguard
Shareholder’ rights and
implement equal treatment of
Shareholders,and the

  • 54 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
disclosure of English financial
reports.
8. According to the index item of
"Corporate Governance
Evaluation," regularly review
the implementation of
corporate governance related
matters with various
authorities to follow with the
laws.
9. Evaluate owns performance
against the Articles of the
"Corporate Governance Best
Practice Principles for
Insurance Companies."
5. Has the company established
channels of communication for
stakeholders (including but not
limited to shareholders,
employees, customers and
suppliers), dedicated a section of
your company's website for
stakeholder affairs and
adequately responded to
stakeholders' inquiries on
significant corporate social
responsibility issues?

Communication between the
Company and stakeholders are
conducted by related business units.
The Company has also established
the "Regulations on Financial
Businesses and Transactions with
Stakeholders" and "Internal
Regulations on Transactions with
Stakeholders" for employees to
follow. At the same time, the
Company also established a
Stakeholder section on the official
website to adequately respond to
stakeholders' inquiries on significant
corporate social responsibilityissues.
It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
6. Does the Company commission
professional services agencies to
hold Shareholders' Meetings
and other relevant affairs?
The Company has appointed the
Department of Stock Affairs at
Waterland Securities Co., Ltd. to
process affairs related to
shareholders’ meetings.
It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
7. Information disclosure
  • 55 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
(1) Did the Company establish a
website to disclose information
on financial operations and
corporate governance?
(2) Did the company adopt other
means of information
disclosure (such as establishing
an English language website,
delegating a professional to
collect and disclose company
information, implement a
spokesperson system, and
disclosing the process of
investor conferences on the
company website)?
(3) Does the Company publish
annual financial statements
within two months after the
end of each fiscal year, and
report Q1, Q2, and Q3
financial statements, as well as
monthlyoperation results,

(1)The Company has established an
official website
(https://www.tfmi.com.tw).
A dedicated department is
responsible for information
collection and prompt updates of
content of the website. Related
financial and business
information, Directors'
attendance in Board of Directors
meetings and their continuing
education are also regularly
disclosed on the website. In
addition, the Company has
established an Investor Service
area for investor queries.
(2)The Company has established an
English website to provide foreign
investors with related information,
and set up a dedicated unit
responsible for updating the
important information on the
Market Observation Post System
(MOPS) and financial information.
The Company has also established
the Rules Governing
Spokespersons to implement a
unified spokesperson system. The
Company held two investor
conferences in 2020, and has
disclosed the relevant information
on its official website.
(3)The Company does not publish
annual financial statements
within two months after the
end of each fiscal year, but basing
on the Article 36 of Securities and
Exchange Act and Article 36 of the
Regulations Governing the

It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
The Company
disclosed the
annual financial
report within three
months after the
end of the fiscal
year in accordance
  • 56 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
before the prescribed time
limit?
Preparation of Financial Reports
for Insurance Enterprises, the
Company published the annual
financial report within three
months; and disclose the first,
second, and third quarter financial
reports and the monthly operating
situation within the prescribed time
limit.

with the law.
8. Has the Company disclosed
other information to facilitate a
better understanding of its
corporate governance
(Including but not limited to
employee's rights, employee
care, investor relations, supplier
relations, stakeholders' rights,
further studies of Directors and
Supervisors, implementation of
risk management policies and
measurement standards,
implementation of customer
policies and purchase of liability
insurance for the Directors and
Supervisors of the Company)?


(1)The Company conducts business
in accordance with the Company
Act and related laws and
regulations. The Company's
Articles of Incorporation
established clear regulations on
the appropriation of employee
remuneration. The "Work Rules"
established in accordance with
the Labor Standards Act
safeguards the rights and interests
of employees. The Company also
protects the rights and interests of
employees through periodic
labor-management meetings
between representatives of the
employees and management, the
Labor Retirement Reserve
Supervisory Committee, Sexual
Harassment Prevention,
Complaint, and Resolution
Committee, Personnel Evaluation
Committee.
(2)The company established the
Employee Welfare Committee to
organize group insurance for
employees, conduct periodic
medical examination, birthday
parties, company outings, and


It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 57 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
provide subsidies for multiple
clubs and activities to promote
employees' physical and mental
health.
(3)The Company maintains
long-term relationships with
investors, established a
spokesperson and acting
spokesperson system, provides
shareholders and corporate
investors with contact windows,
announces monthly operating
performance reports, organizes
annual general shareholders’
meetings, establishes good
communication channels with
investors, periodically discloses
financial information, and
implements information
disclosure and transparency to
protect shareholder rights and
interests.
(4)The Company participates in the
Risk Management Society of
Taiwan, R.O.C., Chinese
Insurance Service Association,
and Taiwan Financial Services
Roundtable as Group Member to
increase the level of the
Company's internal risk
management skills and related
measures. The Company also
periodically invites insurance
Clients to participate in health
and wealth management seminars
organized by the Company. The
Companyalso collaborates with

It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 58 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
universities to organize seminars
on risks and insurance to advance
domestic insurance and financial
education activities, increase the
public’s understanding of
insurance, and promote social
stability.
(5)The Company has established the
"Procedures on Transactions with
Stakeholders,” "Internal
Regulations on Transactions with
Stakeholders,” "Internal
Regulations on Transactions with
Stakeholders,” and "Regulations
on Financial Businesses and
Transactions with Stakeholders,”
to provide guidance.
(6)The Company's Directors have all
participated in continued
education (please refer to page
49-51 of the Annual Report) and
announced the progress of their
training courses on the Market
Observation Post System.
(7)The Company has established the
Risk Management Committee,
which convenes at least once
each quarter. An Independent
Director serves as the Convener
to implement regulations, oversee
the implementation of the risk
management system, effectively
manage and correctly assess the
risks in the Company's business
operations and to assist the Board
of Directors in recognizing the
risks in the insurance industry,

It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 59 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
establish appropriate risk
management mechanisms and
culture, and ensure the validity of
risk management. A Risk
Management Office is established
to oversee the operations of the
Committee.
(8)The Company regularly conducts
internal control assessment tasks
on various departments and
subsidiaries as preventative
controls. The Audit Department
assigns auditing personnel to
conduct related auditing and
management tasks.
(9)The Company has established a
unit responsible for consumer
disputes, a toll-free customer
service line (0809-068-888), and
an online message system on the
Company's official website. The
Company has maintained free
flowing communication channels
with customers and
implementa-tion was successful.
Consumer disputes are processed
in accordance with the "Fair
Trade Act" and "Financial
Consumer Protection Act" and
the Company's policies are
rigorously implemented.
(10)The Company convenes a
meeting of the Board of
Directors once each month and
the Directors' participation has
been excellent. The attendance
information is also disclosed on

It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 60 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
the Market Observation Post
System.
(11)The Company has purchased
liability insurance for Directors,
Supervisors and important
corporate officers.
(12)To establish regulations required
for the corporate governance
system to achieve the effects of
early warning before audits and
perform the functions of internal
control, the Company has
established the Legal Compliance
Department in accordance with
the "Regulations Governing
Implementation of Internal
Control and Auditing System of
Insurance Enterprises" to take
charge of the planning,
management, and
implementation of the legal
compliance system.
(13)To protect shareholder interests
and encourage shareholders to
participate in corporate
governance, the Company
voluntarily adopted electronic
voting as one of the channels for
exercising voting rights in the
shareholders meeting in 2015 to
fully utilize technology for
information disclosure and voting
for the purpose of increasing
shareholder attendance rates at
Shareholder Meetings and to
ensure that shareholders may
exercise their rights.


It is consistent
with the
Corporate
Governance Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 61 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Current Operation (Note 1) Deviation from
the Corporate
Governance Best
Practice
Principles
for TWSE/TPEx
Listed
Companies,
and Reason
Yes No Summary
9. Please specify the Company's measures to improve the items listed in the corporate governance
review by the Taiwan Stock Exchange's Corporate Governance Center and the improvement
plans for items to be improved.
In April 2021, the Taiwan Stock Exchange released the results of the “Seventh Annual Corporate
Governance Review”, which ranked the Company among the top 20 percent of companies for seven
consecutive terms. Two new independent directors were elected at the 2020 Shareholders' Meeting. At
present, none of the three independent directors have served for more than three consecutive terms. In
the future, the Company plans to issue CSR reports in English and continue to encourage our internal
auditors to actively take the Certified Internal Auditor (CIA), Certified Information Systems Auditor
(CISA) or Certified Public Accountant (CPA) examinations in order to obtain such licenses or
certifications.

Note: Provide a brief description in the appropriate column, regardless whether "yes" or "no" is selected.

  • 62 -

3.3.4 Remuneration Committee

A.Information on Members of Remuneration Committee

Status Conditions
Name
Meets One of the Following
Professional Qualification
Requirements, Together with at
Least Five Years’ Work Experience
Meets One of the Following
Professional Qualification
Requirements, Together with at
Least Five Years’ Work Experience
Meets One of the Following
Professional Qualification
Requirements, Together with at
Least Five Years’ Work Experience
Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Independence Criteria (Note 2) Number of
Other Public
Companies
in Which the
Individual is
Concurrently
Serving as an
Remuneratio
n Committee
Member

Note
An
instructor or
higher
position in a
department
of
commerce,
law, finance,
accounting,
or other
academic
department
related to the
business
needs of the
Company in
a public or
private
junior
college,
college or
university

A judge,
public
prosecutor,
attorney,
Certified
Public
Accountant,
or other
professional
or technical
specialist
who has
passed a
national
examination
and been
awarded a
certificate in
a profession
necessary
for the
business of
the
Company
Has work
experience
in the areas
of
commerce,
law, finance,
or
accounting,
or otherwise
necessary
for the
business of
the
Company
1 2 3 4 5 6 7 8 9 10
Independent
Director
Tien-Sung
Lee
0 Dismissal
2020.06.12
Independent
Director
Yeong-Tsong
Shaw
0 Dismissal
2020.06.12
Independent
Director
Cheng Ching
Huang
0 New
appointment
2020.06.12
Other Christopher
Chang
1 Reappointmen
t
Independent
Director
Nien-Tsu
Chiang
0 New
appointment
2020.06.12

Note 1:

Note 2: Please tick the corresponding boxes that apply to a member during the two years prior to being elected or during the term(s) of office.

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

(2) Not a director or supervisor of the Company or any of its affiliates (not applicable in cases where the person is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate amount of one percent or more of the total number of issued shares of the company or ranks as one of its top ten Shareholders.

  • (4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of a manager in (1) or personnel in (2) and (3).

  • (5) Not a director, supervisor, or employee of a corporate shareholder that directly holders 5% or more of the Company's outstanding shares, is a top five shareholder, or appointed a representative as the Company's director or supervisor in accordance with Article 27, Paragraph 1 or 2 of the Company Act (not applicable in cases where the person is an independent director of the Company, its parent

  • 63 -

company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • (6) Not a director, supervisor, or employee of other companies controlled by the same person with over half of the Company's director seats or shares with voting rights (not applicable in cases where the person is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • (7) Not a director, supervisor, or employee of another company or institution who is the same person or spouse of the Company's chairperson, president or equivalent position (not applicable in cases where the person is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • (8) Shareholders (not applicable in cases where the specific company or institution holds 20% or more but less than 50% of the Company's outstanding shares, and is an independent director of the Company, its parent company, subsidiary, or the subsidiary of the same parent company in accordance with the Act or with local laws).

  • (9) Not a professional individual who, or an owner, partner, director, supervisor, or manager of a sole proprietorship, partnership, company, or institution that audited or provided commercial, legal, financial, or accounting services for total compensation not exceeding NT$500,000 in the most recent two years to the company or to any affiliate of the company, or a spouse thereof, This does not apply to members of the Remuneration Committee, Public Tender Offer Review Committee, or Merger and Acquisition Special Committee performing duties in accordance with the Securities and Exchange Act or laws and regulations related to mergers and acquisitions.

  • (10) Not having any of the situations set forth in Article 30 of the Company Act of the R.O.C.

  • B. The Remuneration Committee shall exercise the care of a prudent manager to fulfill the following duties, and submit recommendations for Board of Directors discussion:

  • Review of the Remuneration Committee charter regularly and provide revision suggestions whenever necessary.

  • Establish a regular system of review and evaluation on the Director and managers’ performance, as well as remuneration policies, systems, standards, and structures.

  • Evaluate and establish compensation and benefits for Directors and managers periodically.

C. Remuneration Committee

  1. Remuneration committee consists of three members.

  2. The term of the current committee: June 16, 2017 to June 11, 2020. The committee has held a total of two (2) meetings (A), from January 1, 2020 to June 11, 2020. The attendance and qualifications of committee members are as follows:

Title Name Number of
attendance
(B)
Number of
attendance via
proxy
Attendance
Rate (%)
【B/A】
Remarks
Convener Tien-Sung Lee 2 0 100 -
Member Christopher
Chang
2 0 100 -
Member Yeong-Tsong
Shaw
2 0 100 -
Other items:
1.Resolutionsmade bytheRemunerationCommittee
  • 64 -
Remuneration
Committee
Term and Date
Proposal
3rd Term
Remuneration
Committee
9th Meeting
(2020/01/17)
1. Proposal for the distribution of 2019 year-end performance bonus for
the Chairman.
2. Proposal for the distribution of 2019 year-end performance bonus for
the President.
3. Managers’ year-end performance bonus plan for 2019 and the project
incentive bonus from Oct. 1 to Dec. 31,2019.
Resolution:
The proposals were passed unanimously by the Committee Members in
attendance.
The Company's actions in response to the opinions of the Remuneration
Committee:
All the Directors in attendance voted in favor of the resolution.
3rd Term
Remuneration
Committee
10th Meeting
(2020/03/17)
1. Remuneration for Ms. Tze-Yue Chen, representative of the corporate
Director Bank of Taiwan Co.,Ltd.
2. Proposal for the distribution of the remuneration to employees and
Directors for 2019.
3. Proposal for the distribution of the remuneration to non-Independent
Directors for 2019.
4. Proposal for the distribution of the remuneration to Independent
Directors for 2018.
5. Amendment to the Company of the "Management Measures for
Remuneration to Directors."
6. Adjustment for the compensation of managers.
Remuneration Committee resolution:
The proposals were passed unanimously by the Committee Members in
attendance.
The Company's actions in response to the opinions of the Remuneration
Committee:
All the Directors in attendance voted in favor of the resolution.
  • 65 -

  • The 4th term of the current committee: June 12, 2020 to June 11, 2023. The committee has met 3 times (A). The attendance and qualifications of committee members are as follows:

committe
members
e has met 3 tim
are as follows:
es(A).The att endance and q ualifications of co mmittee
Title Name Number of
attendance
(B)
Number of
attendance via
proxy
Attendance
Rate (%)
【B/A】
Remarks
Convener Cheng Ching
Huang
3 0 100 -
Member Christopher
Chang
3 0 100 Reappointment
2020.06.12
Member Nien-Tsu
Chiang
3 0 100 -
Other required disclosure:
1.Items determined bytheRemunerationCommittee
Remuneration
Committee
Term and Date
Proposal
4th Term
Remuneration
Committee
1st Meeting
(2020/08/21)
1.Nominate the convenor of the 4th term of the Committee and the
Chairperson of the Meeting to confirm the report for inspection
2.Report on the proposed remuneration for the 26th term Board of
Directors.
3.Report on the proposed remuneration for the 26th term
independent Board of Directors.
4. Proposal to release project incentive bonus for managers from January
1,2020 to July30,2020.
Remuneration Committee resolution:
The proposals were passed unanimously by the Committee Members in
attendance.
The Company's actions in response to the opinions of the Remuneration
Committee:
All the Directors in attendance voted in favor of the resolution.
4th Term
Remuneration
Committee
2nd Meeting
(2021/01/27)
1.Amendment of certain provisions of the "Directors’ Performance
Evaluation Procedures"of the Company.
2.Remuneration for Mr. Chain-Cheng Lee representative of the corporate
Director Yong-Shin Development Co.,Ltd.
3.2020 Year-end performance bonus for Company Chairman Mr.
SteveLee.
4.2020 Year-end performance bonus for former Company President
Mr. Charles Sung.
5.Payment of pension benefits for former Company President Mr.
Charles Sung.
6.Remuneration for Mr. Charles Sung, Company Vice Chairman.
7.Remuneration for Mr. Chen, Chao-Feng, CompanyPresident.
8.Managers’ year-end performance bonus plan for 2020 and project
incentive bonusfrom Aug.1 toDec. 31,2020.
9.Adjustment for the compensation of managers.
  • 66 -
Remuneration Committee resolution:
The proposals were passed unanimously by the Committee Members in
attendance.
The Company's actions in response to the opinions of the Remuneration
Committee:
All the Directors in attendance voted in favor of the resolution.
4th Term
Remuneration
Committee
3rd Meeting
(2021/03/24)
1. Amendment to the Company of the "Management Measures for
Remuneration to Directors."
2. Amendment to the Remuneration of Salespersonnel and Performanace
Review and Remuneration for Brokers and Agents.
3. Proposal for the distribution of the remuneration to employees and
Directors for 2020.
4. Proposal for the distribution of the remuneration to Directors for 2020.
5.Remuneration for Ms. Su-Ju Hsu representative of the corporate
Director Bank of Taiwan Co., Ltd.
6.Adjustment for the compensation of managers.
Remuneration Committee resolution:
The proposals were passed unanimously by the Committee Members in
attendance.
The Company's actions in response to the opinions of the Remuneration
Committee:
All the Directors in attendance voted in favor of the resolution.
  • 67 -

3.3.5 Composition, Responsibilities and Operations of the Company's Ethical Corporate Management Committee

  • A. Operations of the Ethical Corporate Management Committee

  • Ethical Corporate Management Committee is consist of three members.

  • Term of office for the committee: June 16, 2017 to June 11, 2020 . The committee has held a total of one (1) meeting (A) fromJanuary 1, 2020 to June 11, 2020. The

attendance and qualifications of committee members are as follows:

Title Name Number of
attendance
(B)
Number of
attendance via
proxy
Attendance
Rate (%)
【B/A】
Remarks
Independent
Director
Tien-Sung Lee 1 0 100 Convener
Independent
Director
Yeong-Tsong
Shaw
1 0 100 -
Independent
Director
Jimmy T.
Hsieh
1 0 100 -
  1. Term of office for the 2nd term committee: June 12, 2020 to June 11, 2023.

The committee has held a total of two (2) meetings (A). The qualifications and attendance of the committee members are as follows:

Title Name Number of
attendance
(B)
Number of
attendance via
proxy
Attendance
Rate (%)
【B/A】
Remarks
Independent
Director
Cheng Ching
Huang
2 0 100 Convener
Independent
Director
Nien-Tsu
Chiang
2 0 100 -
Independent
Director
Jimmy T.
Hsieh
2 0 100 -

Other required disclosure:

Resolutions of the Ethical Corporate Management Committee

Ethical
Management
Committee
Term andDate
Proposal
1st Term
Ethical
Management
Committee
6th Meeting
(2020/01/20)
1. Reviewed the Company’s 2019 evaluation report on the
fulfillment of Ethical Corporate Management and Measures
Taken.
2.Reviewed the Company’s 2019 status report on the
Company's wrongdoingor unethical conduct charges.
Ethical Corporate Management Committee resolution:
The proposals were passed unanimously by the Committee
Members in attendance.
2nd Term
Ethical
Management
Committee
1st Meeting
(2020/08/28)
Reviewed the Company’s 2020 first half-year status report on
the Company's wrongdoing or unethical conduct charges.
Ethical Corporate Management Committee resolution:
The proposals were passed unanimously by the Committee
Members in attendance.
  • 68 -
Ethical
Management
Committee
Term andDate
Proposal
2nd Term
Ethical
Management
Committee
2nd Meeting
(2021/01/29)
1. Reviewed the Company’s 2020 evaluation report on the
fulfillment of Ethical Corporate Management and
Measures Taken.
2. Reviewed the Company’s 2020 status report on the
Company's wrongdoingor unethical conduct charges.
Ethical Corporate Management Committee resolution:
The proposals were passed unanimously by the Committee
Members in attendance.
  • B. Responsibilities of the Company's Ethical Management Committee:

  • 1.Assist in incorporating ethics and moral values into the Company's business strategy and adopt appropriate prevention measures against corruption and malfeasance to ensure ethical corporate management in compliance with the requirements of laws and regulations.

  • 2.Adopt programs to prevent unethical conduct, establish standard operating procedures, and conduct guidelines with respect to the Company's operations and business in each program.

  • 3.Plan internal organization, structure, and allocation of responsibilities and establish check-and-balance mechanisms for mutual supervision of business activities within the Company's scope of businesses, which are possibly at a higher risk of unethical conduct.

  • Promote and coordinate awareness and educational activities with respect to ethics policies.

  • Develop a whistleblowing system and ensure its implementation effectiveness

  • Assist the Board of Directors and senior management in reviewing and assessing whether the preventive measures taken for implementing ethical corporate management are carried out effectively, and prepare reports on the regular assessment of compliance with ethical corporate management in operating procedures.

  • 69 -

3.3.6 Fulfillment of Social Responsibility and Deviations from the "Corporate Social Responsibility Best-Practice Principles for TWSE/TPEx Listed Companies" and Reasons

Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
1. Has the Company assessed the
environmental, social, and
corporate governance risks
related to its operations based
on the principle of materiality
and established risk
management policies or
strategies? (Note 3)
The Company takes sustainable
operations as the management goal
and policy. In order to implement
various sustainable management and
related work of the Company, the
"Corporate Social Responsibility
Committee" was established in 2014
to comply with the four principles of
GRI Standards. Based on the
inclusiveness, sustainability, and
integrity of the relationship to
stakeholders, the four major
processes of "identification, ranking,
confirmation, and inspection" to
build a materiality analysis model
and understand the level of concern
for each sustainability issue; analyze
and prioritize through CSR group
meetings and colleagues’ opinions
feedback, to pinpoint environmental,
social and corporate governance
issues related to the company’s
operations, establish management
policies, and formulate relevant risk
management policies or strategies to
ensure the actions are effectively
executed. Please refer to the
Company’s Corporate Social
ResponsibilityReport.
It is consistent
with the
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed Companies
2. Has the company established an
exclusively (or concurrently)
dedicated unit for promoting
CSR? Is the unit empowered by
the Board of Directors to
implement CSR activities at the
executive level? Does the unit
report the progress to the Board
of Directors?

(1) The Company's Planning
Department serves as the
designated (part time) unit in
charge of promoting corporate
social responsibility. The
department also reports the 2019
implementation of corporate
social responsibility to the Board
of Directors.
(2) Concerning member
composition, work plans and
duties,the underwriting
It is consistent
with the
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed Companies
  • 70 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
departments are responsible for
the development of new
products, whereas the claim
departments are responsible for
innovations to enhance service
quality. The Planning
Department is responsible for
handling consumer disputes,
while the Finance Department
and Legal Compliance
Department are responsible for
strengthening the functions of
the Board of Directors, the
disclosure of financial and
non-financial information, and
risk management. Human
Resources Department is
responsible for protecting
employee interests and related
benefits, education and training
associated with corporate social
responsibility as well as related
community engagement and
social welfare activities with the
Taiwan Fire & Marine
Foundation established by the
Company through donations. The
Administrative Management Unit
of the President's Office is
responsible for supplier
management and environmental
protection tasks.

3.Environmental issues
(1) Does the company establish a
proper environmental
management system based on
the characteristics of the
industry?
(1) The Company has established
labor safety systems and a safety
and sanitation self-management
system in accordance with
regulations for the financial and
insurance industry. Even
without the ISO 14001
environmental system
It is consistent
with the
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed Companies
  • 71 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
(2) Is the company committed to
improving efficiency of
resources and utilizing
renewable resources with
reduced environmental
impact?
requirement, we still follows
related environmental protection
regulations to protect the natural
environment through
appropriate actions. All efforts
are dedicated to environmental
sustainability in our business
operations.
(2) The company is committed to
continuously improving
efficiency of various resources
and to reduce impact on the
environment:
A. Regular maintenance and
cleaning of the air filters of
the air-conditioning system
and the cooling tower are
regularly conducted to
increase cooling effects.
B. A paperless office is been
promoted, with the
establishment of various
cloud-based operating
systems, adopting Internet
bulletin boards, and uses
electronic approvals to
replace paper approvals to
reduce energy consumption
and carbon emissions.
C. Employees are required to use
their own cups to reduce
paper cup usage and envelops
are reused for internal
delivery.
D. Water-saving toilets and
water-saving gaskets on
faucets are installed for water
conservation.
E. Environmental friendly toner
cartridges for copiers and
printers are used throughout
and the cartridges are

  • 72 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
(3) Does the company evaluate
potential risks and
opportunities brought by
climate change, and take
response measures to
climate-related issues?
(4) Does the company compile
statistics of greenhouse gas
emissions, water use, and total
weight of waste in the past
twoyears,and does it establish


recycled by professional
companies after use.
Recycling bins are set up to
promote recycling and reduce
waste.
(3) Extreme climate change causes
frequent natural disasters
worldwide, which will have a
negative impact on economic
activities and the impact of
financial markets. Taiwan is
located in a region where
typhoons and earthquakes occur
frequently. In response to natural
disasters, the losses for finance or
business may result in the
operational risks of the Company.
The Company has an emergency
response team to implement
safety protection drills. When
faced with serious disasters, it can
effectively improve the ability of
the Company to deal with crisis,
to reduce personnel, estate or
property losses of the insured
customers.
For natural disaster insurance
business that may cause serious
losses, the well-known natural
disaster models, namely Risk
Management Solutions® (RMS)
and AIR Worldwide® (AIR),
carry out natural disaster risk
analysis. The results showed that
the financial structure of the
Company has sufficient solvency
to bear the natural disaster risks.
(4) The Company is a financial
services company and its business
operations are less affected by
climate change. As most GHG
emissions originate frompower

  • 73 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
policies for energy
conservation & carbon
reduction, greenhouse gas
emission reduction, water use
reduction, and other waste
management?
consumption, the Company has
established the "Energy
Conservation and Carbon
Emissions Reduction Measures"
and "Cost Saving Implementation
Guidelines" to adopt power
consumption reduction as the
main method for reducing carbon
emissions. It also continuously
advances administration measures
based on energy management to
actively promote various energy
conservation plans. The plans
include an estimated reduction of
4.4 metric tons in carbon
emissions each year from 2017 to
2019.
The energy conservation measures
includes but not limited to (1)
divid the office space into
manageable sections, and
maintain office temperature to be
between 26℃ and 28℃, using air
fans when necessary, and A/C off
during non-working hours; (2)
divid the office space into
manageable sections, lights off
during breaks; (3) establish power
conservation modes on printers;
when appliances or equipment
(such as computers and printers)
are not used for an extended
periods of time (such as meetings,
business trips, lunch breaks,
non-office hours or holidays); and
(4) measures for the reduction of
water, oil, and paper
consumption are described in
Point 1 of the evaluation item.





  • 74 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
4. Social issues
(1) Has the company referred to
relevant laws and
international human rights
instruments to formulate
relevant management policies
and procedures?
(2) Does the company have
reasonable employee
compensation strategy
(including salaries, leave, and
other benefits), and reward
employees based on company
performance and profits?
(3) Has the company provided
employees with a safe and


(1) The Company abided by
labor-related laws and respects
internationally recognized basic
labor human rights, and has
formulated the policies and
specific practices for human
rights protection. Related
management policies and
procedures guaranteed the legal
rights of employees. There was
no differential treatment in
employment; employees were not
discriminated on gender, race,
marital status, religion, and other
factors; and no forced or
compulsory for labor, violation of
interests and other situations
occurred.
(2) The Company had working rules
in accordance with the law,
which implemented matters
related to employee welfare and
salaries, vacation days, and
various benefits. There is also a
Remuneration Committee to
regularly review the evaluation of
performance for manager and the
compensation policies. In
addition, through the fair and
comprehensive system for
performance management, the
overall strategic goals of the
Company and the personal work
goals of colleagues were
connected, and colleagues with
excellent performance were
affirmed and rewarded to ensure
the salary level was competitive
in the market.
(3) In order to maintain the safety of
employees,the Companyset up


It is consistent
with the
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed Companies
- 75 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
healthy work environment as
well as offered regular classes
on health and safety?
(4) Has the Company established
an effective competency
development career training
program for employees?
(5) Does the company comply
with relevant regulations and
international standards in
customer health and safety,
customer privacy, and
marketing and labeling its
goods and services, and has it
established consumer rights
protection policies and
complaint procedures?

"Safety and Hygiene Work Code,"
occupational safety and health
supervisors and first-aid
personnel, enhanced the safety
awareness of employees through
continuous training courses. For
maintaining the health of
employees, a health e-newsletter
is being issued monthly, there are
on-site services of medical
personnel, and annual health
inspections held to maintain the
health of employees and ensure
the work-life balance of
employees.
(4) To create a good environment for
career development of
employees, the Company applies
the performance interviews to let
employees understand their
personal performance and future
development, and establishes
adaptive training programs to
integrate corporate development
with personal goals.
(5) The Company's products such as
the insurance policies and policy
wordings are all processed in
accordance with the "Guidelines
for the Review of Personal
Insurance Products,” "Guidelines
for the Review of Property
Insurance Products,” the
"Regulations Governing Pre-Sale
Procedures for Insurance
Products" and related regulations.
The brochures used for marketing
purposes are compiled in
accordance with the
"Self-Regulation Guidelines
Governing Solicitation
Advertisements of Insurance




  • 76 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
(6)Does the company have a
supplier management policy;
require suppliers to comply
with regulations on
environmental protection,
occupational safety and
health, and labor rights, and
what is its implementation
status?
Enterprises.” With regard to
services, all employees are
required to obtain Salespersons'
Licenses. They shall complete
education and training hours to
meet the regulatory requirements
each year and provide
Salespersons' business reports in
accordance with regulatory
requirements and KYC analyses
to safeguard consumer interests.
(6) When purchasing
air-conditioning units and office
appliances such as printers and
fax machines, it shall consider
whether the products of
suppliers meet energy
conservation requirements based
on environmental protection
regulations or standards.
5.Does the company reference
Internationally accepted
reporting standards or
guidelines, and prepare
reports that disclose
non-financial information of
the company, such as corporate
social responsibility reports?
Do the reports above obtain
assurance from a third party
verification unit?
The Company invited British
Standards Institution (BSI) to conduct
third-party verification on reports
produced by the Company,
confirming that the reporting
principles were in accordance to the
GRI Standards.
It is consistent
with the
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
Listed Companies
6. Where the company has formulated its own Best Practices on CSR according to the Corporate
Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies, please describe
any gap between the prescribed best practices and actual activities taken by the company:
The Company has established Corporate Social Responsibility Best Practice Principles and all
units are required topractice CSR in accordance with these Principles.
7. Other important information helpful in understanding the CSR operation:
(1) Environmental Protection: A. The Company implements green procurement and always
selecting suppliers who promotes environmentally friendly materials and waste reduction. B. To
conserve energy and reduce carbon emissions, the Company implements flexible start-up and
shut-down
time of the chiller accordingto seasons. From Mayto September,the chiller operates between
  • 77 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
7:30 to 17:30. From October to April, the chiller operates between 8:30 to 17:00. C. Combine
residential fire insurance policy and receipts to be printed together to effectively reduce the
number of printed pages and paper consumption. D. Promote a paperless office, establishing
various cloud-based operating systems, adopting Internet bulletin boards and using electronic
approvals to replace paper approvals to reduce energy consumption and carbon emissions.
E.Actively promote digital insurance certificates for mandatory vehicle liability insurance and
optional digital vehicle insurance policies in the automobile insurance business. Adopt paperless
operations as the goal to reduce paper consumption, protect the environment, reduce carbon
emissions, and fulfill social responsibilities.
(2)Community involvement and social welfare: In order to fulfill our corporate social responsibility and
uphold the concept of "cherishing this moment and protecting the future", we established the "Taiwan
Fire & Marine Foundation" in September 2015 to integrate resources and invest in community
involvement and social welfare. Sponsorships in 2020 are as follows:
1. Sponsored the 12th C.K. Cup National Little Baseball Championship, sponsored the University
of Taipei’s Women's Softball Team, participated in the corporate league under the TFMI Pitbull
Team, and formed the Taoyuan TFMI Men's Volleyball Team with the Taoyuan City
Government to participate in the Taiwan Volleyball League (TVL-16) and sponsored the 18th
"Dance 30 Intra-School Street Dance Championship" and other sports activities, and
co-organized the "Financial Management and Health Trends Forum" with renowned financial
magazine Wealth Invest Weekly.
2. Sponsored the Paper Windmill Educational Foundation, the Greenray Theatre Company and
other art troupes to hold various arts and cultural activities, and supported Paper Windmill’s
"Save Faust" Project, which actively promotes campus anti-drug outreach activities. Donation
made to the First Social Welfare Foundation, the First Children’s Development Center, the
Andrew Charity Association, the Eden Social Welfare Foundation, and the Taoyuan City
Spinal Cord Injury Potential Development Center. The Company is committed to promoting
special education for special-needs children with developmental disabilities, and take care of
disadvantaged groups and the elderly. In addition, to assist the elderly who are economically
disadvantaged and need home repairs (priority is given to the elderly living alone, elderly
couples, and rural families) for accessible facilities planning and construction. The Company
has also donated a repair tour vehicle to the Eden Social Welfare Foundation.
(3) Human rights: The Company follows labor-related laws and respects internationally recognized
basic labor human rights. "Human Rights Concerns and Specific Practices" is disclosed on the
Company website. In addition, in order to provide unobstructed communication channel for
employees, Company has set up regulations "Prevention and Control Measures of Sexual
Harassment in the Workplace" with direct phonelinesfor reporting purposes,"Employee
Complaint Handling Methods," and held "Labor-Management Meetings" quarterly. For the
promotion of rewards and punishments for employees, a Personnel Review Committee is set up
and meet regularly to review employees in a fair and just manner.
(4) Health and Sanitation: The Company has been adapting guidelines from the Occupational
Safety and Health Act and related regulations since August 2005. It then assigned a total of 11
employees from various units to takepart in Class A,B,and C supervisor trainingfor
  • 78 -
Assessed Item Current Operation (Note 1) Current Operation (Note 1) Current Operation (Note 1) Deviation from
Corporate Social
Responsibility
Best Practice
Principles for
TWSE/TPEx
listed companies
and Reason
Yes No Summary (Note 2)
occupational safety in business entities. They serve as occupational safety and health supervisors
after the completion of training. The Company also established the Employee Safety and Health
Work Rules and the Safety and Health Management System Manual. The above regulations
have been registered with local Labor Bureaus and announced on the "Employee Safety and
Health" section on the internal webpage as reference for all employees. The occupational safety
and health supervisor of each unit implements various automatic inspection systems and
education and training programs to achieve thegoal of "zero-incident.”
  • Note 1: Under the "Status of Operations," if "Yes", please explain the key policies, strategies, measures adopted and implementation results; if "No", please give the reason and specify policies, strategies, and measures to be adopted in the future.

  • Note 2: Companies have compiled CSR reports may specify the ways to access the CSR and the page numbers of the cited content in place of the above-requested description.

  • Note 3:The principle of materiality referred to environmental, social and corporate governance issues that have significant impacts on the investors of company and other stakeholders.

  • 79 -

3.3.7 Implementation of Ethical Management and Measures

Assessed Item Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
1. Formulating Ethical
Corporate Management
Policies and Programs
(1) Has the Company
established an ethical policy
that was approved by the
Board of Directors, and
declare its ethical corporate
management policy and
methods in its internal
regulations and external
documents, as well as the
commitment of its Board and
management to implement
the policies?
(2) Has the company established
mechanisms for assessing the
risk of unethical conduct,
periodically analyze and
assess operating activities
within the scope of business
with relatively high risk of
unethical conduct, and
formulate an unethical
conduct prevention plan on
this basis, which at least
includes preventive measures
for conduct specified in
Article 7, Paragraph 2 of the
Ethical Corporate
Management Best- Practice
Principles for TWSE/TPEx
Listed Companies?



(1)The Company has established its
Ethical Corporate Management
Best Practice Principles that
specify its ethical corporate
management policies and the
commitment of the Board of
Directors and senior management
to actively implement these
principles.
(2)The Company has "Ethical
Corporate Management Best
Practice Principles," "Guidelines
for Preventing Dishonest
Conducts" and "Fraudulent or
Dishonest Conduct &
Whistleblower Policy" and "Code
of Ethical Conduct" as guidelines,
prohibiting Directors, managers,
and all employees of the
Company from engaging in
business activities stipulated in
the Paragraph 2 of Article 7 of
the "Ethical Corporate
Management Best Practice
Principles for TWSE/GTSM
Listed Companies" or in other
business activities. Speccifically
prohibiting bribery, fraud, insider
trading and other dishonest
behaviors, with thorough
investigation and disciplinary
actions guidelines. In the event of
confirmed violations,the



It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 80 -
Assessed Item Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
punishment will be imposed
according to the severity of the
circumstances.
In addition to regulating
donations in the "Rules of
Procedures of Board Meetings," it
also sets the "Regulations for
Donations" to strengthen the
management of various
donations; the "Rules of
Employement" also clearly
stipulated that employees should
not use their powers to obtain
illegal benefits, and accept
hospitality, gifts, and kickbacks,
and prevent improper acts such as
bribery and illegal political
contributions. In addition, the
Company has insurance product
development committee to assess
the legal compliance, consumer
rights and price reasonableness
associated with insurance
products. The Company also set
forth relevant guidelines in the
"Ethical Corporate Management
Best Practice Principles" to
prevent products or services from
directly or indirectly harming the
interests, health and safety of
customers or other stakeholders,
and monitor the appropriateness
and legality of insurance
products.
The Company has completedthe
self-assessment of business
activities with high risk of
unethical conduct within its
business scope on October 6,
2020, and the relevant results



It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 81 -
Assessed Item Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
(3) Did the company specify
operating procedures,
guidelines for conduct,
punishments for violation,
rules of appeal in the
unethical conduct prevention
plan, and has the plan been
implemented, periodically
reviewed and revised?
have been compiled and provided
to theAudit Office as 2021 Audit
Plan reference.
(3)The Company has established the
Guidelines on the Prevention of
Unethical Conduct, which
specify various forms of unethical
conduct, as well as the control
mechanism and operating
procedures for preventing
unethical conduct. Furthermore,
the Company has established its
Work Rules and the Guidelines
for the Adoption of Codes of
Ethical Conduct that are
promoted to all the employees of
the Company so that they fully
understand and follow through.
At the beginning of each year,
when the Board of Directors
presented the previous period
report on the status of ethical
corporate management, the
"Ethical Corporate Management
Best Practice Principles" will be
reviewedfor necessaryrevision

It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
2. Implementing Ethical
Corporate Management
(1) Does the company evaluate
the ethical records of parties
it does business with and
stipulate ethical conduct
clauses in business contracts?
(2) Did the company establish a
dedicated unit under the
board of directors to promote
ethical corporate anagement,
and periodically (at least once
ayear)report to the Board of


(1)The Company carefully chooses
its counterparties during business
dealings and pays attention to the
ethics record of counterparties.
The Company also includes terms
on integrity and honesty in
contracts it agrees upon.
(2)The Company has established the
Ethical Corportae Management
Committee as the dedicated
full-time unit for promoting
ethical corporate management.
This committee is responsible for


It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 82 -
Assessed Item Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
Directors and supervise the
implementation of the ethical
corporate management policy
and unethical conduct
prevention plan?
(3) Does the company establish
policies to prevent conflict of
interests, provide appropriate
channels for filing related
complaints and implement
the policies accordingly?
(4) Does the company have
effective accountingsystem



formulating ethical corporate
management policies and
prevention plans, monitoring the
implementation of such policies
and plans, as well as regularly
reporting the implementation of
ethical corporate management
and the response measures taken
to prevent events involving
unethical conduct to the Board of
Directors.
(3) The Company has established
rules for recusal of directors in
the Rules of Procedure for Board
of Directors' Meetings, in which
resolutions involving the
interests of any directors shall be
voted upon in accordance with
the rules of procedure. In
addition, the Company has also
established internal rules and
regulations including the
Regulations Governing the
Prevention of Conflict of Interest
and Insider Trading, the
Guidelines on Financial
Transactions and Trading with
Stakeholders, the Internal
Practice Guidelines on
Transactions with Stakeholders,
the Procedures for Handling
Transactions with Stakeholders
and the Guidelines on the
Prevention of Conflicts of
Interest of Persons Engaged in
Investments in Domestic Equity
Instruments to strictly implement
policies for preventing conflicts
of interest.
(4) The Company has established an
accountingsystem and hired

It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 83 -
Assessed Item Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
and internal control systems
set up to facilitate ethical
corporate management, does
the internal auditing unit
formulate audit plans based
on unethical conduct risk
assessment results, and does
it audit compliance with the
unethical conduct prevention
plan or commission a CPA to
perform the audit?
(5) Does the company regularly
hold internal and external
educational trainings on
ethical corporate
management?
accounting personnel to take
charge of accounting affairs. In
addition, the Company also
prepares financial statements in
accordance with the Regulations
Governing the Preparation of
Financial Reports by Insurance
Enterprises, and its financial
statements are audited or
reviewed by CPAs to ensure the
fairness of financial statements.
The Company established
internal control systems and
procedures for handling control
operations in accordance with the
Regulations Governing the
Implementation of Internal
Control and Auditing System of
Insurance Enterprises. The
Company has also set up the
position of Chief Auditor and the
Auditing Office, to carry out
review of each department
according to the annual audit
plan for internal control
implementation.
Every year, the Company
commissions Deloitte & Touche
to perform external audit of the
Company's Internal Control
System, and prepare an internal
control system audit report.
(5)The Company regularly organizes
on-the-job training sessions with
regard to ethical corporate
management every year so that
the directors, managerial officers,
employees, trustees and main
controllers of the Company
understand their commitment
towards ethical corporate


It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 84 -
Assessed Item Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
management, related policies and
prevention plans, as well as the
consequences of engaging in
unethical behavior.
Directors, senior managers, and
company employees have
completed mandatory hours of
education and training for ethical
corporate management. The
number of training amounted to
901 instances and the total
traininghours was 1,820 hours.
It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
3. Implementation of the
Company's Whistleblowing
System
(1) Does the company establish
concrete whistleblowing and
reward system and have a
direct reporting channel in
place, and assign an
appropriate person to
communicate with the
alleged violator?
(1)For internal and external
personnel who wish to report any
case that is unlawful, unethical or
in violation of the Company's
ethical corporate management
behavior and involves the
Malfeasance Reporting System
established by the Company, the
Company has established a
whistleblowing mailbox
([email protected])
on its official website to provide
whistleblowers with a channel to
report any malfeasance. After a
case is filed, the Auditing Office
will handle the case and identify
the relevant facts. If it is
confirmed that an employee has
in fact violated relevant laws or
the Company's ethical corporate
management policies and
regulations, punishments against
the employee shall be handled in
accordance with the Company's
Work Rules and Regulations
GoverningPersonnel Evaluation,


It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
  • 85 -
Assessed Item Current Operation(Note) Current Operation(Note) Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
(2)Does the company establish
standard procedures for
investigating reported cases,
and does it take subsequent
measures and implement a
confidentiality mechanism
after completing
investigation?
(3)Does the company provide
proper whistleblower
protection?

and punishments shall also be
publicly announced.
(2)The Company has set up a
specific whistleblowing system in
accordance with its Ethical
Corporate Management
Principles, Malfeasance
Reporting System and Guidelines
on the Prevention of Unethical
Behavior, with the purpose of
preserving the confidentiality of
whistleblowers’identities and
the content of their reports, as
well as protecting whistleblowers
from inappropriate treatment due
to whistleblowing.
(3) The Company's Auditing Office
is responsible for handling related
whistleblowing cases and
preserving strict confidentiality
of whistleblowers' identities to
prevent them from inappropriate
treatment due to whistleblowing.


It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
4.Enhancing Information
Disclosure
Does the company disclose its
ethical corporate management
practices and the
implementation effectiveness
of such practices on its official
website or MOPS?

The Company has disclosed the
implementation of ethical corporate
management and the measures it has
taken on its official website
(https://www.tfmi.com.tw) and in
annual reports.
The Company keeps abreast of the
development of domestic and
overseas regulations associated with
ethical corporate management from
time to time, as well as reviews and
improves its ethical corporate
management policies in order to
enhance the effectiveness of its
ethicalcorporatemanagement.

It is consistent
with the Ethical
Corporate
Management Best
Practice
Principles for
TWSE/TPEx
Listed Companies
5. If the Company has established its own Ethical Corporate Management Best Practice Principles in
accordance with the Corporate Social ResponsibilityBest Practice Principles for TWSE or TPEx
  • 86 -
Assessed Item Current Operation(Note) Current Operation(Note) Current Operation(Note) Deviation from
Ethical
Corporate
Management
Best Practice
Principles for
TWSE or TPEx
Listed
Companies and
Reasons
Yes No Summary
Listed Companies, state the deviation from the principles and its implementation:
To enhance the Company's management and good business operations, the Company has
established its own Ethical Corporate Management Principles in accordance with the Corporate
Social Responsibility Best Practice Principles for TWSE or TPEx Listed Companies, with the
purpose of demonstrating the Company's corporate culture that includes ethical corporate
management and implementing its business philosophy which focuses on honesty, transparency
and accountability. The Company also adheres to the implementation of these principles, which is
consistent with the Ethical Corporate Management Best Practice Principles for TWSE or TPEx
Listed Companies.
6. Other important information that facilitate the understanding of the implementation of ethical
corporate management: (such as review and amendment of the Company's Ethical Corporate
Management Best Practice Principles):
The Company introduces the implementation of ethical corporate management in the Company
through various types of advertising, public welfare activities and talent recruitment events in
universities, thereby enabling the public to understand the Company's ethical corporate
management belief.

Note: Brief descriptions are provided in the appropriate column, regardless whether "yes" or "no" is selected.

3.3.8 Methods of inquiry on the Corporate Governance Best Practice Principles and related regulations established by the Company:

On the Company's official website, within the “Investor Section,” a corporate governance section is available where investors can find reference to the Corporate Governance Code and related regulations. The website is https://www.tfmi.com.tw.

3.3.9 Other important information for better understanding of implementation of corporate governance may be disclosed.

  • A . The Company enacted the "Procedures for Material Information Handling" to prevent insider trading and establish mechanisms for handling and disclosing material insider information; preventing inappropriate leaks of information for ensuring the consistency and accuracy of information disseminated to external entities. The Procedures are placed on the Company's internal regulations section for all employees to follow and the provide relevant course and training for the directors, managers, and employees regarding the Procedures at least once every year to prevent violations or insider trading.

  • 87 -

Implementation of Insider Trading Prevention:

When Who Course Content
Oct 30, 2020 Directors /
Independent Directors
Internal Material Information
Handling Procedure,
Confidentiality Statement,
Reasons and how to identify
Insider Trading and
examples.
July – December
2020
E-learning
Managers / Employees

Note: Total trainees: 908 people, total training hours: 453.5 hours.

  • B. As a responsible institutional investor, to improve corporate governance, make full use of the Company's funding, exercise the Company's influence on the market and investee, the Company signed a compliance statement for the "Stewardship Principles" on June 28, 2018 and published the said information on the Corporate Governance Center of Taiwan Stock Exchange and the Company's official website.

C. Continuing education of the Company Directors in 2020

Title Name Date of
Appointm
ent
Training
Date
Organizer Course Title Training
Hours
Training in
compliance
with
regulation or
not
Chairman Steve Lee 2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Director Charles
Sung
2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Director Chung-Chou
Chang
2020.06.12 2020.03.16 Associattion of Taiwan
Listed Companies
Eastern Leaders Seminar -
Environmental Protection
in Taiwan
10
Yes
2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
  • 88 -
Title Name Date of
Appointm
ent
Training
Date
Organizer Course Title Training
Hours
Training in
compliance
with
regulation or
not
Case Analysis
2020.11.09 Associattion of Taiwan
Listed Companies
Eastern Leaders Seminar -
Opportunities for the
Development of Precision
Health Care Industry in
Taiwan
Director Bin-Fu
Chen
2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Director Wen-Chang
Chen
2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Director Tze-Yue
Chen
2020.06.12 2020.09.10 Taiwan Insurance
Institute
Seminar on Corporate
Governance for Directors
and Supervisors (including
Independent) and
Corporate Governance
Executives - Weaknesses
in the Implementation of
Internal Information
Security System from the
Perspective of Corporate
Governance
3 Yes
2020.09.16 Taiwan Insurance
Institute
Seminar on Corporate
Governance for Directors
and Supervisors (including
Independent) and
Corporate Governance
Executives -Enhancing
Board Functions - Roles
and Responsibilities of
Professional Managers and
Major Shareholders in
Nonlife Insurance
9 Yes
  • 89 -
Title Name Date of
Appointm
ent
Training
Date
Organizer Course Title Training
Hours
Training in
compliance
with
regulation or
not
2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Director Mei-Ling
Wu
2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Director Julie Lee 2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Independent
Director

Nien-Tsu
Chiang
2020.06.12 2020.09.10 Taiwan Insurance
Institute
Seminar on Corporate
Governance for Directors
and Supervisors (including
Independent) and
Corporate Governance
Executives - Weaknesses
in the Implementation of
Internal Information
Security System from the
Perspective of Corporate
Governance
12 Yes
2020.09.16 Taiwan Insurance
Institute
Seminar on Corporate
Governance for Directors
and Supervisors (including
Independent) and
Corporate Governance
Executives - Enhancing
Board Functions - Roles
and Responsibilities of
Professional Managers and
Major Shareholders in
Nonlife Insurance
  • 90 -
Title Name Date of
Appointm
ent
Training
Date
Organizer Course Title Training
Hours
Training in
compliance
with
regulation or
not
2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Independent
Director

Cheng
Ching
Huang
2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis
Independent
Director

Jimmy T.
Hsieh
2020.06.12 2020.09.29 Taiwan Corporate
Governance Association
The Impact of IFRS 17 and
ICS on the Nonlife
Insurance Industry and
CorrespondingResponse

6
Yes
2020.09.29 Taiwan Corporate
Governance Association
Introduction to
Anti-corruption and Money
Laundering Prevention
Regulations and Practical
Case Analysis

D. The managers' participation in related corporate governance studies and training in 2019 was as follows:

Title Name Training Date Course Title Organizer Hours
President Charles Sung
(Note 1)
2020.09.29 The Impact of IFRS 17 and ICS on
the Nonlife Insurance Industry and
CorrespondingResponse
Taiwan Corporate
Governance Association
3
2020.09.29 Introduction to Anti-corruption and
Money Laundering Prevention
Regulations and Practical Case
Analysis
Taiwan Corporate
Governance Association
3
Executive
Vice
President
Charles Sung
(Note 2)
2020.07.09-
2020.09.28
Advanced Management and Practical
Study Series for the Nonlife
Insurance Industry

Taiwan Insurance Institute
121
2020.10.15 The Environment, Challenges and
Opportunities for the Insurance
Industryunder the New Risk Trends
Taiwan Insurance Guaranty
Fund
7
  • 91 -
Title Name Training Date Course Title Organizer Hours
2020.12.11 Insurance and Economic
Development Forum 2021
Taiwan Insurance Institute 6
Senior Vice
President
Nicholas N.C.
Sheu

2020.01.16
Intellectual Property Management
Obligations Awareness Campaign
for the Board of Directors of Listed
Companies
Industrial Development
Bureau, Ministry of
Economic Affairs
2.5
2020.07.15 Post-Pandemic Business Growth,
Restructuring or Transformation - A
Practical Case Study
Independent Director
Association Taiwan
3
2020.08.12 The Role of Independent Directors in
Corporate Governance and
Management Disputes - A Case
Study

Independent Director
Association Taiwan
3
2020.09.10 Seminar on Corporate Governance
for Directors and Supervisors
(including Independent) and
Corporate Governance Executives -
Weaknesses in the Implementation
of Internal Information Security
System from the Perspective of
Corporate Governance
Taiwan Insurance Institute 3
2020.09.29 The Impact of IFRS 17 and ICS on
the Nonlife Insurance Industry and
CorrespondingResponse
Taiwan Corporate
Governance Association
3
2020.09.30 2020 Insurance Industry Corporate
Governance Seminar
Financial Supervisory
Commission
R.O.C.(Taiwan) Insurance
Buerau
5.5
2020.10.16 2020 Corporate Governance and
Corporate Ethics Directors and
Supervisors Seminar
Taiwan Stock Exchange
Corporation.
3
General
Auditor
Su-Chen Lin 2020.09.30 2020 Insurance Industry Corporate
Governance Seminar
Financial Supervisory
Commission
R.O.C.(Taiwan) Insurance
Buerau
5.5
2020.10.23 2020 Insurance New Vision Seminar Tawian Financial Services
Roundtable
3
2020.11.13 Insurance Industry Internal Audit
Roundtable
Financial Examination
Bureau, Financial
SupervisoryCommission
3
Chief
Compliance
Officer
Hsien-Chang
Huang
2020.03.09 Money Laundering Control Act
Workshop - OJT Fundamentals
Course
Taiwan Insurance Institute 3
2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.08.21 National Financial Industry
Corporate Integrity and Compliance
Seminar
Tawian Financial Services
Roundtable
4
  • 92 -
Title Name Training Date Course Title Organizer Hours
2020.09.15 How does the Nonlife Insurance
Industry Improve Communication
with External Stakeholders to Meet
the Challenges of IFRS17
Taiwan Insurance Institute 3
2020.09.16 Roles and Responsibilities of
Managers and Major Shareholders in
Nonlife Insurance Industry
Taiwan Insurance Institute 3
2020.09.17 2020 Seminar for Enhancing Legal
Compliance in the Insurance
Industry
Financial Supervisory
Commission
R.O.C.(Taiwan) Insurance
Buerau
5
2020.09.30 2020 Insurance Industry Corporate
Governance Seminar
Financial Supervisory
Commission
R.O.C.(Taiwan) Insurance
Buerau
5.5
Vice
President
Chih-Chieh
Huang
2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.18 Investment Risk Assessment and
Compliance for the Nonlife
insurance companies
Taiwan Insurance Institute 3
2020.09.15 How does the Nonlife Insurance
Industry improve Communication
with External Stakeholders to Meet
the Challenges of IFRS17
Taiwan Insurance Institute 3
2020.09.16 Roles and Responsibilities of
Managers and Major Shareholders in
Nonlife Insurance Industry
Taiwan Insurance Institute 3
2020.09.17 2020 Seminar for Enhancing Legal
Compliance in the Insurance
Industry
Financial Supervisory
Commission
R.O.C.(Taiwan) Insurance
Buerau
5
Vice
President
Jih-Min Chan 2020.04.30 Internal Auditing and Internal
Control - Advanced Supervisor
Course
Taiwan Insurance Institute 3
2020.11.13 Insurance Industry Internal Audit
Roundtable
Financial Examination
Bureau, Financial
SupervisoryCommission
3
Senior
Manager
Stanley Fang 2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.18 Investment Risk Assessment and
Compliance for the Nonlife
insurance companies
Taiwan Insurance Institute 3
2020.09.15 How does the Nonlife Insurance
Industry Improve Communication
with External Stakeholders to Meet
the Challenges of IFRS17
Taiwan Insurance Institute 3
2020.09.16 Roles and Responsibilities of
Professional Managers and Major
Shareholders in Nonlife Insurance
Taiwan Insurance Institute 3
  • 93 -
Title Name Training Date Course Title Organizer Hours
Senior Vice
President
Andrew Hsieh
2020.09.17
2020 Seminar for Enhancing Legal
Compliance in the Insurance
Industry
Financial Supervisory
Commission
R.O.C.(Taiwan) Insurance
Buerau
5
Senior Vice
President
Allen Cheng 2020.09.02 Insurance Operations - Essential
Management Skills for Senior
Executives
Taiwan Insurance Institute 3
Vice
President
Hsin-Chu Lin 2020.08.19 Latest Updates on Insurance
Regulation Amendments
Taiwan Insurance Institute 3
2020.08.27 Risk Management and Nonlife
Insurance Operations - Personal
Accident and Health Insurance
Taiwan Insurance Institute 3
2020.09.04 Product Development and
Opportunities for the International
Nonlife Insurance Industry in the
Post-Pandemic Era
Taiwan Insurance Institute 3
2020.09.28 The Latest Domestic and
International Trends in the
Development of Insurance Products
Taiwan Insurance Institute 3
2020.12.11 Insurance and Economic
Development Forum 2021
Taiwan Insurance Institute 6
Vice
President
Jack Chung 2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Vice
President
Yuan-Yi Liao 2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Senior
Manager
Yu-Jen Hsiao 2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.09.08 Digital Transformation of the
Nonlife Insurance Industry - New
Direction for Talent Development
Taiwan Insurance Institute 3
2020.09.15 Financial Technology Development
and Business Trends
Taiwan Insurance Institute 3
Senior
Manager
Yung-Fu Su 2020.08.19 Latest Updates on Insurance
Regulation Amendments
Taiwan Insurance Institute 3
2020.09.04 Product Development and
Opportunities for the International
Nonlife Insurance Industry in the
Post-Pandemic Era
Taiwan Insurance Institute 3
2020.09.08 Experience Sharing on the
Operations of the Nonlife Insurance
Industry - Corporate Insurance
Practice
Taiwan Insurance Institute 3
  • 94 -
Title Name Training Date Course Title Organizer Hours
2020.09.28 The Latest Domestic and
International Trends in the
Development of Insurance Products
Taiwan Insurance Institute 3
Senior
Manager
Chih-Hung
Wang
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
2020.09.08 Digital Transformation of the
Nonlife Insurance Industry - New
Direction for Talent Development
Taiwan Insurance Institute 3
2020.09.10 Weaknesses in the Implementation
of Internal Information Security
System from the Perspective of
Corporate Governance
Taiwan Insurance Institute 3
Senior
Manager
Jeffrey C.
Chen
2020.08.19 Latest Updates on Insurance
Regulation Amendments
Taiwan Insurance Institute 3
2020.08.27 Risk Management and Nonlife
Insurance Operations - Personal
Injuryand Health Insurance
Taiwan Insurance Institute 3
2020.09.01 Business Strategies of Key Sales
Channels in the Nonlife Insurance
Industry and Response to Cyclical
Impacts in the International
Nonlife Insurance Market
Taiwan Insurance Institute 3
2020.09.03 Building a Holistic Compliance
Culture in the Insurance Industry -
MarketingStrategyvs. Compliance
Taiwan Insurance Institute 3
2020.09.11 Evaluation and Management of the
Performance of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Senior
Manager
Hong-Hsing
Chuang
(Note 3)
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.09.04 Product Development and
Opportunities for the International
Nonlife Insurance Industry in the
Post-Pandemic Era
Taiwan Insurance Institute 3
2020.09.28 The Latest Domestic and
International Trends in the
Development of Insurance Products
Taiwan Insurance Institute 3
Senior
Manager
Kent Lee 2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.09.01 Business Strategies of Key Sales
Channels in the Nonlife Insurance
Industry and Response to Cyclical
Impacts in the International Nonlife
Insurance Market
Taiwan Insurance Institute 3
2020.09.03 Building a Holistic Compliance
Culture in the Insurance Industry -
MarketingStrategyvs. Compliance
Taiwan Insurance Institute 3
  • 95 -
Title Name Training Date Course Title Organizer Hours
2020.09.11 Evaluation and Management of the
Performance of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Senior
Manager
Stanley Chao 2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Senior
Manager
Chyi- Shyang
Chio
2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Senior
Manager
Jonathan Tu 2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Senior
Manager
Steven Lin
(Note 3)
2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Senior
Manager
Ming-Fang
Rao
2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Manager Chin-Ho Lin
(Note 4)
2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.09.15 Financial Technology Development
and Business Trends
Taiwan Insurance Institute 3
Manager Eric Hsu 2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
  • 96 -
Title Name Training Date Course Title Organizer Hours
2020.08.19 Shaping a Corporate Culture of
Money Laundering Prevention and
Countering Terrorism Financing in
the Nonlife Insurance Industry
Taiwan Insurance Institute 3
2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.10.15 The Environment, Challenges and
Opportunities for the Insurance
Industryunder the New Risk Trends
Taiwan Insurance Guaranty
Fund
7
Manager Wun-Bin, Hou 2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.27 Evaluation and Management of the
Performance of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
2020.12.11 Insurance and Economic
Development Forum 2021
Taiwan Insurance Institute 6
Manager Judy Liao 2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.09.01 Business Strategies of Key Sales
Channels in the Nonlife Insurance
Industry and Response to Cyclical
Impacts in the International Nonlife
Insurance Market
Taiwan Insurance Institute 3
2020.09.03 Building a Holistic Compliance
Culture in the Insurance Industry -
MarketingStrategyvs. Compliance
Taiwan Insurance Institute 3
2020.09.11 Evaluation and Management of the
Performance of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Manager April Wang 2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.08.11 Opportunities and Challenges in the
International Nonlife Insurance
Market
Taiwan Insurance Institute 3
2020.09.01 Business Strategies of Key Sales
Channels in the Nonlife Insurance
Industry and Response to Cyclical
Impacts in the International Nonlife
Insurance Market
Taiwan Insurance Institute 3
  • 97 -
Title Name Training Date Course Title Organizer Hours
2020.09.03 Building a Holistic Compliance
Culture in the Insurance Industry -
MarketingStrategyvs. Compliance
Taiwan Insurance Institute 3
Manager Nan-Chou Liu 2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.09.08 Digital Transformation of the
Nonlife Insurance Industry - New
Direction for Talent Development
Taiwan Insurance Institute 3
2020.09.10 Weaknesses in the Implementation
of Internal Information Security
System from the Perspective of
Corporate Governance
Taiwan Insurance Institute 3
2020.09.15 Financial Technology Development
and Business Trends
Taiwan Insurance Institute 3
Manager Chiu-Shan
Chung
2020.07.07-
2020.07.28
2020 Compliance Officers OJT Taiwan Insurance Institute 15
2020.08.06-
2020.08.27
OJT of Anti-Money Laundering and
CounteringFinancingTerrorism
Taiwan Insurance Institute 12
2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Manager Jason Su 2020.08.26 Risk Management and Development
Trends in Nonlife Insurance -
Business Continuity, Emergency
Response and Crisis Management
Taiwan Insurance Institute 3
2020.08.31 The Impact of IFRS17 on the
Business Strategy of the Nonlife
Insurance Industry
Taiwan Insurance Institute 3
Manager Ben Yu 2020.09.15-
2020.09.26
General Supervisor Auditing
Workshop - Use of Funds
Taiwan Insurance Institute 30
Accounting
Manager
Pi-Chen Wang 2020.09.07-
2020.09.08
Continuing Training Class for
Principal Accounting Officers of
Issuers, Securities Firms, and
Securities Exchanges
Accounting Research and
Development Foundation
12

Note 1: Dismissal on December 31, 2020

Note 2: new appointment since January 1, 2021

Note 3: new appointment since February 1, 2021

Note 4: new appointment since February 1, 2021

  • E. Refer to VIII. Other critical information conducive to understanding the operation of corporate governance on page 40 of the Annual Report.

  • 98 -

3.3.10 Implementation of Internal Control System

A. Internal Control System Statement

Taiwan Fire & Marine Insurance Co., Ltd. Internal Control System Statement

The findings of a internal-inspections of the Internal Control System of the Company for the period from January 1, 2018 to December 31, 2018 are as follow:

  • I. The Company acknowledges that the Company's Board of Directors and managers are responsible for establishing, implementing, and maintaining an adequate internal control system. Its goals are to provide reasonable assurance on the target achievement on the results of operations, financial reporting, and legal compliance. The goal of operations is to pursue results and efficiency in operations including profitability, performance and asset security; the goal of financial reporting is to ensure reliability of external financial reporting; the goal of legal compliance is to ensure compliance with relevant laws and regulations. The legal compliance system is part of the internal control system dedicated to achieving legal compliance goals. Financial records and statements are prepared in accordance with the Insurance Act and related regulations based on consistent basis of preparation and they are results of the internal control system for financial reporting.

  • II. There are inherent limitations to even the most well designed internal control system. An effective internal control system can only reasonably ensure the achievement of the aforementioned 3 goals. The effectiveness of the internal control system may be subject to changes due to extenuating circumstances beyond our control. Nevertheless, the Company's internal control system contains self-monitoring mechanisms and the Company takes immediate remedial actions in response to any identified deficiencies.

  • III. The Company determines the effectiveness of the design and implementation of its internal control system in accordance with the "Regulations Governing Implementation of Internal Control and Auditing System of Insurance Enterprises" (hereinafter referred to as the "Regulations") promulgated by the Financial Supervisory Commission. The aforementioned judgment is also based on the items for evaluating the effectiveness of the internal control system in the "Regulations." The criteria adopted by the Regulations identify five key components of managerial internal control: 1. Control environment; 2. Risk assessment; 3. Control activities; 4. Information and communication; and (5) Monitoring. Each component includes a number of items for evaluation. Please refer to the "Regulations" for information on the items.

  • IV. The Company has evaluated the effectiveness of the design and implementation of its internal control system according to the previously mentioned criteria.

  • V. Based on the above-mentioned results, the Company believes that the design and implementation of the internal control system (including operations, financial reporting, and law compliance) during the period are effective. The System can reasonably ensure the Board of Directors and Managers understand the extent of the operating goals have been achieved, the goals for financial reporting and compliance with the laws have been achieved; it is also believed that the financial records and statements are prepared in accordance with the insurance laws and regulations. The basis for the reports was consistent and reasonably accurate.

  • VI. This statement shall become the primary content of the Annual Report and prospectus. Any falsehood, concealment, or other illegality in the content made public will involve legal liability under Articles 20, 32, 171, and 174 of the Securities and Exchange Act as well as regulations related in the Insurance Act.

  • VII. This Statement has been approved by the meeting of Board of Directors on March 26, 2021.

  • 99 -

Respectively submitted to

Financial Supervisory Commission

Undersigned:

Chairman: Steve Lee President: Charles Sung Chief Auditor: Su-Chen Lin Chief Compliance Officer: Hsien-Chang Huang

March 26, 2021

  • 100 -

B. CPA Review Report

CPA Internal Control System Audit Report

To Taiwan Fire & Marine Insurance Co., Ltd.:

Attached are Taiwan Fire & Marine Insurance Co., Ltd.'s call for its internal control system on March 26, 2021 (including the report to the competent authority in accordance with the financial reporting internal control system), the statement of declaration dated December 31, 2020 to declare that it was effectively designed and implemented, and a part of legal compliance system (according to the items specified in the Letter No. 0930014734 issued by the Ministry of Finance). All of above have been verified by the accountant. The establishment and maintenance of a suitable internal control system is the responsibility of a company's management level. The responsibility of the CPA is to express audit opinions regarding the insurance company's internal control system statement.

The accountant conducted inspections in accordance with the "Regulations Governing Implementation of Internal Control and Auditing System of Insurance Enterprises," "Regulations Governing Foreign Investments by Insurance Companies" and Letter No. 0930014734 issued by the Ministry of Finance on March 30, 2004. The procedures included the understanding the Company's internal control system, evaluating the management level, evaluating the effectiveness of the overall internal control system, testing and evaluating the effectiveness of the design and implementation of the internal control system, and other verification procedures deemed necessary by the accountant. We believe that our audits provide a reasonable basis for our opinions on this audit.

Any internal control system has inherent constraints. Hence, it is possible that the aforementioned internal control system of Taiwan Fire & Marine Insurance Company will not be able to prevent or detect errors or frauds that have already taken place. In addition, future environment may change, and compliance level to the internal control system may also decrease; hence, an effective internal control system during this period may not be as effective in the future.

In opinion of the accountant, in accordance with the evaluation items of the effectiveness of internal control system issued "Regulations Governing Implementation of Internal Control and Auditing System of Insurance Enterprises" and "Regulations Governing Establishment of Internal Control Systems by Public Companies" by the Financial Supervisory Commission, Taiwan Fire & Marine Insurance Company’s financial reporting (including the accuracy of reporting data to the competent authority in accordance with the internal control system of financial reporting), and the internal control system is related to ensuring the safety of assets (so that assets were not obtained, used and disposed without authorization). The said internal control system, designed and put into effect on December 31, 2020 is deemed to be able to maintain its effectiveness in all material respects; on March 26, 2021, Taiwan Fire & Marine Insurance Company stated its internal control system (including report to the competent authority in accordance with the internal control system of financial reporting and in compliance with laws) dated December 31, 2020 was effectively designed and implemented. All of above items have been represented fairly in all materiality aspects.

Deloitte, Taiwan Wang-Sheng Lin, CPA Wen-Yea Shyu, CPA

March 26, 2021

  • 101 -

3.3.11 From the most recent fiscal year up until the date of publication of the Annual Report, explain the circumstances in which the Company and its personnel have been punished by law, the Company has undertaken disincentive measures for its personnel for breaching the internal control system, and any material deficiencies and revisions:

Penalties Deficiencies Improvement Measures
A fine of
NT$100,000
imposed.
Taipei City Department of Labor Letter
No.11060568502
Employees who work overtime and
violates the condition that they should
take at least one day of regular leave out
of every seven days of work in
contravention of Article 32, Paragraph 2
and Article 36, Paragraph 2 of the Labor
Standards Act.
The Company's business volume has
exploded due to the exponential rise
in demand of the Company’s
anti-epidemic insurance policies.
This is a singular incident, and
additional manpower has been
provided in response. The Company
is now currently in compliance with
relevant laws and regulations.

3.3.12 Key resolutions adopted by the Shareholders' Meeting and the Board of Directors in the most recent fiscal year up to the publication date of this annual report

A. Important resolutions of the 2020 general shareholders meeting and implementation status:

Date of
Meeting
Key Resolutions Implementation Status
2020.06.12 1.Passed and acknowledged 2019 Business Report and
financial statements.
All the resolutions have
been fully implemented
in accordance with the
resolutions.
2.Passed and acknowledged 2019 earnings distribution
proposal.
The distribution of
bonus for shareholders
totaling
NT$362,201,000 in
accordance with the
resolution of the
shareholders' meeting
has been completed on
July 10, 2020.
3.Passed and acknowledged the amended "Company
Charter".
Completed the
amendment registration
with the Ministry of
Economic Affairs in
accordance with
regulations.
4.Passed and acknowledged the " Rules of Procedure for
Shareholders’ Meetings ".
All the resolutions have
been fully implemented
in accordance with the
contents of the
resolutions.
5.Passed and acknowledged the Company's "Directors
Election Guidelines".
All the resolutions have
been fully implemented
in accordance with the
contents of the
resolutions.
  • 102 -
Date of
Meeting
Key Resolutions Implementation Status
6. Election of the Company’s Directors of the 26th term
of Board of Directors (11 Directors including three
Independent Directors).
Approved newly-elected directors:
Steve Lee
Bank of Taiwan Co., Ltd. Representative:
Wen-Chang Chen
Bank of Taiwan Co., Ltd. Representative:
Mei-Ling Wu
Bank of Taiwan Co., Ltd. Representative:
Tze-Yue, Chen
Yong-Shin Development Co., Ltd. Representative:
Chung-Chou Chang
Yong-Shin Development Co., Ltd. Representative:
Bin-Fu Chen
Yong-Shin Development Co., Ltd. Representative:
Charles Sung
Yong-Shin Development Co., Ltd. Representative:
Julie Lee
Independent Director:
Cheng Ching Huang
Nien-Tsu Chiang
JimmyT.Hsieh
All the resolutions have
been fully implemented
in accordance with the
contents of the
resolutions.
7.Approval to discharge Directors from the competition
business restrictions during the Directors’election for
the Company's 26th term of Board of Directors.
All the resolutions have
been fully implemented
in accordance with the
contents of the
resolutions.

B. Major resolutions of Board Meetings during 2020 and as of the date of this Annual Report

Date of
Meeting
Major resolutions Resolution
2020.03.20 1. Resolved the time and place for the
Company's 2020 Annual General
Shareholders’ Meeting and the time and
place for receiving shareholders' proposals.
2. Resolved the number of candidates for the
26th term Board of Directors of the
Company.
3. Resolve the distribution of the Company's
2019 earnings
4. Resolved the remuneration of employees
and Directors of the Company for the year
2019.
5. Resolved amendments of the Company
The Chairman consulted all the
Directors present, and they voted
in favor of the resolution without
dissent.
  • 103 -
Date of
Meeting
Major resolutions Resolution
Corporate Charter.
6. Resolved the amendment to the Company's
Procedural Rules of General Meetings
7.Resolved amendments to the Company's
Procedure Rules for Election of Directors.
2020.04.30 1. Resolved to nominate and review the list of
candidates for the 26th term of the
Company's Directors.
2. Resolved to release the 26th Directors from
Non-Compete Clause
3. Approved the Company's 2019 Business
Report Proposal.
4. Approved the appointment of the
Company's new President.
The Chairman consulted all the
Directors present, and they voted
in favor of the resolution without
dissent.
2020.06.12 1. Election of the Chairman of the Company.
2. Election of the Vice Chairman of the
Company.
3. Resolved to appoint the members of the 4th
term Remuneration Committee of the
Company.
4.Resolved to appoint the 2nd term Ethical
Corporate Management Committee of the
Company.
The Chairman consulted all the
Directors present, and they voted
in favor of the resolution without
dissent.
2020.08.28 Resolution of the Company's donation to
"Taiwan Fire & Marine Foundation".
The Chairman consulted all the
Directors present, and they voted
in favor of the resolution without
dissent.
2020.12.25 Resolved the date of appointment of the new
President of the Company.
The Chairman consulted all the
Directors present, and they voted
in favor of the resolution without
dissent.

3.3.13 Major content of any dissenting opinions on entry or stated in a written statement made by directors or Supervisors regarding key resolutions of board meetings during the past fiscal year up to the publication date of this report: None.

3.3.14.In the past fiscal year and as of the date of publication of the Annual Report, a summary of the resignations and dismissals of the Company personnel:

Title Name Employment Start
Date
Employment End
Date
Reason for Resignation
or Dismissal
President Charles Sung 2010.04.01 2020.12.31 term expired
  • 104 -

  • 3.3.15 The Company's risk management organization, framework, and policies A.Risk management organization

The Company's related risk management units include the Board of Directors, Risk Management Committee, Risk Management Department, business units, and the Audit Department.

  - (1) Board of Directors: Establish suitable risk management mechanisms and risk management culture and approve appropriate risk management policies. Learn about the risks in insurance operations, establish the effective risk management, and bear ultimate responsibilities for overall risk management.

  - (2) Risk Management Committee: A functional committee established in October 2010 and placed under the jurisdiction of the Board of Directors. The role of the convener is filled by an Independent Director. The President is an ex-officio member and other members are designated by the convener. One meeting shall be convened each quarter but meetings may be convened whenever they are necessary at any time. The Committee is responsible for items including the formulation of the risk management policy, framework, and organizational functions to establish qualitative and quantitative management standards. It files an overall risk management report to the Board of Directors at least once every six months to ensure the effectiveness implementation of risk management.

  - (3) Risk Management Department: The Risk Management Department was established in September 2010 and it is responsible for the monitoring, measurement, and assessment of the Company's risks. It also helps formulate and execute the risk management policy approved by the Board of Directors. The Department regularly files related risk management reports and assists in conducting stress tests and back tests whenever necessary.

  - (4) Business units: Business units are responsible for the identifying and monitoring of risks, reporting the risk exposure status, and excess risk report. Regularly review various risks and limits to ensure the effective implementation by business units within the risk limit. Measure the impact level of risks when incidents occur and deliver prompt and accurate risk information. Unit supervisors shall be responsible for daily risk management and reporting and they shall adopt necessary response strategies to supervise regular delivery of related risk management information to the Risk Management Department.

  - (5) Audit Department: Review the implementation status of risk management in all units in accordance with related regulations.
  • B. Risk management framework

  • The Company's risk management framework includes risk governance, risk management organizational framework and duties, risk identification, risk measurement, risk monitoring and information, communication, and documentation. They are shown in the figure below:

  • 105 -

==> picture [445 x 235] intentionally omitted <==

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

Risk management
framework
Risk governance
Risk management organization
framework and duties
Risk assessment
Risk identification
Risk measurement
Risk response
documentation Risk monitoring
Information, communication and
----- End of picture text -----

  • C. Risk management policy

  • The Company's businesses mainly include nonlife insurance and the main risks include insurance risks, credit risks, market risks, liquidity risks, operational risks, and asset and liability risks. The Company has established risk management procedures for the six main types of risks to consolidate and manage risks. The risks and management methods are as follows:

  • (1) Risk management policy: The risk management policy is the Company's highest guiding principles for risk management. Through healthy risk management mechanisms, the Company and subsidiaries identify, measures, supervise, and control related risks in all operations to limit potential risks within reasonable levels, optimize the balance of risks and rewards, meet claim requests, improve core competitiveness, and improve the Company's long-term value.

  • (2) Insurance risk management policy: Insurance risk refers the risks borne by the Company after they are transferred from the insured to the Company upon payment of the insurance premiums. They are risks of losses due to non-expected changes when the Company pays for insurance claims and related expenses in accordance with the contract. Such risk of losses caused by unexpected changes include product design and pricing risks, insurance underwriting risks, reinsurance risks, catastrophe risks, compensation claim risks, and preparatory fund risks. They are processed through risk management procedures including prior risk identification, measurement, risk response, monitoring, and post-incident management in business operations to control potential risks within reasonable and sustainable levels.

  • (3) Credit risk management policy: Credit risks refer to risks involving creditors' downgrade of credit or failure to repay debts or inability or refusal of transaction counterparties to perform their obligations. They include items involved in insurance businesses and fund utilization. Management mechanisms include prior credit level limit management and continuous monitoring and follow-up management after incidents. Credit level limits include position authorization limits, concentration limits, and credit rating limits.

  • (4) Market risk management policy: Market risks refer to potential risks of losses of assets due to market price fluctuations of the value of assets over a certain period. The

  • 106 -

scope includes changes in interest rates, equity securities, exchange rates, value of real estate. Management mechanisms include position authorization limits, concentration limits, and credit rating limits as well as VaR value analysis, sensitivity analysis, and other non-mandatory limits and operating procedures for cases where the aforementioned limits are exceeded.

  • (5) Liquidity risk management policy: Liquidity risks refer to funding liquidity risks where the Company cannot cash in on assets or obtain sufficient funding and thus cannot perform due obligations or market liquidity risks where the Company faces significant changes in market when disposing or offsetting positions it holds due to insufficient market depth or market disorder. The management mechanisms are established independent of the fund usage units of transaction units. Indicators and limits have been established for both fund liquidity risks and market liquidity risks to monitor the impact of the Company's fund inflow and outflow on liquidity. In addition, the Company avoids risk concentration in regards to asset distribution and transaction counterparty risk exposure.

  • (6) Operating risks management policy: Operating risks refer to risks of direct or indirect losses caused by internal operation procedures, inappropriate actions or errors of personnel or systems, or external incidents. The units responsible for operations of the Company have established operating risk monitoring and control as well as key indicators to regularly inspect and report their own evaluation mechanisms. The goal is to detect existing or potential risks and take prompt measures to offset risks.

  • (7) Asset and liability risks: Asset and liability risks refer to risks caused by inconsistencies between the value of assets and liabilities. The related business units of the Company shall adopt suitable asset and liability management for market risks that may be caused by interest rate or exchange rate variation to formulate, execute, monitor, and correct related strategies for asset and liabilities and achieve established financial goals.

  • Company Operations

  • Since 2010, the Company has been actively promoting the implementation of risk management mechanisms, and the major measures executed over the years are as follows.

  • (1) The Risk Management Office was established in 2010, and the Risk Management Committee was established under the Board of Directors. In the same year, the Company announced its Risk Management Policy, and formulated various risk-oriented management standards in accordance with the Risk Management Policy.

  • (2) 2020:

In March, the Board of Directors presented the overall Risk Management Report for the second half of 2019.

In April, the Board of Directors presented a report on the Company’s Risk Response Assessment to COVID-19.

In August, the Board of Directors presented the overall Risk Management Report for the first half of the year 2020, as well as the Stress Test Report and the annual Own Risk and Solvency Assessment report for the same year.

Key risk indicators for operational risks were established in December, and monitoring began in 2021.

  • 107 -

3.4 Information on CPA service fees

Accounting Firm Name of CPA Name of CPA Period Covered by
CPA’s Audit
Remarks
Deloitte & Touche Wang-Sheng
Lin
Wen-Yea
Shyu
January 1, 2020 to
December 31, 2020
-

Unit: Thousand NTD

Unit: Thousand NTD
Category of Fees
Interval of the amount
Audit Fees Non-audit Fee Total
1 Less than 2,000 thousand NTD - 1,560 1,560
2 2,000 thousand NTD (inclusive) -
4,000 thousand NTD
2,460 - 2,460
3 4,000 thousand NTD (inclusive) -
6,000 thousand NTD
- - -
4 6,000 thousand NTD (inclusive) -
8,000 thousand NTD
- - -
5 8,000 thousand NTD (inclusive) -
10,000 thousand NTD
- - -
6 10,000 thousand NTD (inclusive) or
above
- - -

Note : ﹝ - ﹞ in the table means ﹝ 0 ﹞

Information on CPA service fees

Unit: Thousand NTD

Accounting Firm Name of CPA Audit
Fees
Non-Audit Fees Non-Audit Fees Non-Audit Fees Period Covered
by CPA’s Audit
Remarks
System
of
Design
Business
Registration

Human
Resource

Others
(Note 2)
Subtotal
Deloitte &
Touche
Wang-Sheng
Lin
2,460 - - - 1,560 1,560 2020.01.01
2020.12.31
Other items consist
of the public
expenses of
certification service
for review of the
internal control
system, auditing the
capital adequacy
and inspecting
statement, auditing
the compulsory
automobile/Motorcy
cle Liability
Insurance, reading
the annual reports
and the four major
statements in
English.
Wen-Yea
Shyu

Note 1: Where this Company replaces the CPA or accounting firm, the auditing periods of the former and successor CPA or firm shall be annotated separately with the reason for replacement noted. The accounting and non-accounting fees paid to the former and successor CPA or firm shall also be disclosed.

Note 2: Non-audit fees shall be annotated separately in corresponding service items. If the "Others" column in non-audit fees reaches 25% of the total non-audit fees, the service details should be listed in the "Remarks" column.

Note 3: ﹝ - ﹞ in the table means ﹝ 0 ﹞

  • 108 -

3.5 Information on Replacement of CPA : None.

  • 3.6 The Company’s Chairman, General Manager, or any managerial officer in charge of finance or accounting matters has held a position at its CPA's accounting firm or at an affiliated enterprise in the most recent year : None.

  • 109 -

3.7 Equity transfer or changes to equity pledge of directors or managerial officers holding more than ten percent (10%) of company shares during the year prior to the publication date of this report:

3.7.1 Transfer of shares and changes in equity pledge of directors, managers, and primary shareholders:


shareholders:

shareholders:
, , , , , , , ,
Unit: Shares
2019
As of April30 ofthe year
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
-
-
-
-
-
-
-
-
-
-
(45,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,000)
-
-
-
-
-
-
-
-
-
8,000
-
(8,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Title
(Note 1)
Name 2019 As of April30 ofthe year
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Director/Chairman Steve Lee -
-

-

-
Director of Corporate
shareholder
Yong-Shin Development Co., Ltd. -
-

-

-
Director Charles Sung (Note 2) -
-

(45,000)
-
Director Chung-Chou Chang -
-

-

-
Director Bin-Fu Chen -
-

-

-
Director Julie Lee(Note 3) -
-

-

-
Director Chain-ChengLee(Note 4) -
-

-

-
Director of Corporate
shareholder
Bank of Taiwan Co., Ltd. -
-

-

-
Director Mei-Ling,Wu -
-

-

-
Director Wen-ChangChen -
-

-

-
Director Su-Ju Hsu -
-

-

-
Director Chin-Hsien,Chiu (Note5) -
-

-

-
Director Tze-Yue,Chen(Note 6) -
-

-

-
Independent Director Tien-SungLee -
-

-

-
Independent Director Yeong-TsongShaw -
-

-

-
Independent Director ChengChingHuang (Note 7) - - - -
Independent Director Nien-Tsu Chiang (Note 7) - - - -
Independent Director JimmyT. Hsieh - - - -
President Chao-FengChen(Note 2) -
-

-

-
Senior Vice President Nicholas N.C. Sheu -
-

-

-
General Auditor Su-Chen Lin -
-

-

-
Chief Compliance
Officer
Hsien-Chang Huang -
-

-

-
Senior Vice President Chia-Lin Sheu -
-

-

-
Senior Vice President Tsui-JungChen -
-

-

-
Senior Vice President Andrew Hsieh -
-

-

-
Senior Vice President Allen Cheng -
-

-

-
Vice President Chih-Chieh Huang -
-

-

-
Vice President Hsin-Chu Lin -
-

(1,000)
-
Vice President Jack Chung -
-

-

-
Vice President Yuan-Yi Liao -
-

-

-
Vice President Hong-HsingChuang 8,000
-

(8,000)
-
Senior Manager Jih-Min Chan -
-

-

-
Senior Manager StanleyFang -
-

-

-
Senior Manager Yung-Fu Su -
-

-

-
Senior Manager JeffreyC. Chen - - - -
Senior Manager Kent Lee -
-

-

-
Senior Manager Chih-HungWang -
-

-

-
Senior Manager Yu-Jen Hsiao -
-

-

-
  • 110 -
Title
(Note 1)
Name 2019 2019 As of April30 ofthe year As of April30 ofthe year












Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Holding
Increase
(Decrease)
Pledged
Holding
Increase
(Decrease)
Senior Manager StanleyChao -
-

-

-
Senior Manager Chyi- ShyangChio - - - -
Senior Manager Jonathan Tu -
-

-

-
Vice President Steven Lin (35,000) -
-

-
Senior Manager Ming-FangRao -
-

-

-
Senior Manager Chin-Ho Lin -
-

-

-
Manager Chun-Chao Chiu(Note 8) -
-

-

-
Manager Chiu-Shan Chung - - - -
Manager Eric Hsu - - - -
Manager Wun-Bin,Hou -
-

2,000

-
Manager JudyLiao -
-

1,000

-
Manager April Wang -
-

-

-
Manager Nan-Chou Liu -
-

-

-
Manager Jason Su -
-

-

-
Manager Ben Yu(Note 9) -
-

-

-
Manager Shang-Jen Tung (Note 10) -
-

-

-
AccountingManager Pi-Chen Wang -
-

-

-
  • Note 1 : Shareholders who hold more than ten (10) percent of the Company's shares shall be noted as major shareholders and listed separately.

  • Note 2 : Appointment on January 1, 2021

  • Note 3 : Dismissal on November 11, 2020

  • Note 4 : Appointment on November 11, 2020

  • Note 5 : Dismissal on January 16, 2020

  • Note 6 : Appointment on January 21, 2020

  • Note 7 : Appointment on June 12, 2020

  • Note 8 : Dismissal on June 5, 2020

  • Note 9 : Appointment on September 1, 2020

  • Note 10 : Appointment on February 1, 2020

Note 11 :﹝ - ﹞ in the table means ﹝ 0 ﹞

3.7.2 Information of change in equity

  • Any transfer of equity interests by a director, supervisor, managers, or shareholder with a stake of more than 10 percent where the counterparty in any such transfer of equity interests is a related party : None.

  • 3.7.3 Information of change in equity

  • Any pledge of equity interests by a director, supervisor, managers, or shareholder with a stake of more than 10 percent where the counterparty in any such pledge of equity interests is a related party : None.

  • 111 -

3.8 Information regarding the top 10 shareholders in terms of number of shares held, who are related parties or each other's spouses and relatives within the second degree of kinship

Unit:Shares; % Unit:Shares; % Unit:Shares; %
Name
(Note 1)
Current Shareholding Spouse’s/minor’s
Shareholding
Shareholding
by Nominee
Arrangement
Name and Relationship
Between the Company’s
Top Ten Shareholders, or
Spouses or Relatives
Within Two Degrees
Remarks
Number of
Shares
Shareholding
Percentage
Number of
Shares
Shareholdin
g Percentage

Number of
Shares
Shareholding
Percentage
Name Relationship
Bank of Taiwan
Co., Ltd.
Representative:
Jye-CherngLyu
64,608,278 17.84% - - - - None None None
Navigator
Investment Co., Ltd.
Representative:
Mu-Heng Wu

25,168,675
6.95% - - - - Steve Lee
Jia-Der
Investment
Co., Ltd.
Navigator
Real Estate
Co., Ltd.


A Director
and spouse of
the Chairman
of Navigator
Investment
The Chairman
is the same
person
Navigator
Investment is
a corporate
director of
Navigator
Construction
None
Yong-Shin
Development Co.,
Ltd.
Representative:
Chain-Cheng Lee
24,158,535 6.67% - - - - Tong-Sheng
Development
Co., Ltd.
Navigator
Real Estate
Co., Ltd.

The Chairman
is the same
person
The Chairman
is the same
person
None
Qiao-Nong
Investment Co.,
Ltd.
Representative:
Julie Lee
11,026,843 3.04% - - - - Yong-Shin
Developme
nt Co., Ltd.
Steve Lee

Corporate
director
A family
member
within the
second degree
of kinship of
the Chairman
of Chiao
Nung
Investment
None
Taichung
Commercial Bank
Co., Ltd.
Representative:
Kuei-FongWang
10,662,000 2.94% - - - - None None None
Navigator Real
Estate Co., Ltd.
Representative:
Chain-Cheng Lee
10,601,122 2.93% - - - - Steve Lee
Navigator
Investment
Co., Ltd.
Yong-Shin
Developme
nt Co., Ltd.
Tong-Sheng
Development
Co., Ltd.



A Director
and a family
member
within the
second degree
of kinship of
the Chairman
of Navigator
Investment
Corporate
director
The Chairman
is the same
person
The Chairman
is the same
person
None
  • 112 -
Name
(Note 1)
Current Shareholding Current Shareholding Spouse’s/minor’s
Shareholding
Spouse’s/minor’s
Shareholding
Shareholding
by Nominee
Arrangement
Shareholding
by Nominee
Arrangement
Name and Relationship
Between the Company’s
Top Ten Shareholders, or
Spouses or Relatives
Within Two Degrees
Name and Relationship
Between the Company’s
Top Ten Shareholders, or
Spouses or Relatives
Within Two Degrees
Remarks
Number of
Shares
Shareholding
Percentage
Number of
Shares
Shareholdin
g Percentage

Number of
Shares
Shareholding
Percentage
Name Relationship
Land Bank of
Taiwan Co., Ltd.
Representative:
Chuan-Chuan
Hsieh
10,237,317 2.83% - - - - None None None
Jia-Der
Investment Co.,
Ltd.
Representative:
Mu-Heng Wu
7,966,520 2.20% - - - - Navigator
Investment
Co., Ltd.
Navigator
Real Estate
Co., Ltd.
Steve Lee

The Chairman
is the same
person
Corporate
director
Spouse of the
Chairman of
Chia Te
Investment
None
Steve Lee 7,509,939 2.07% 1,030,229 0.28% - - Navigator
Investment
Co., Ltd.
Navigator
Real Estate
Co., Ltd.
Tong-Sheng
Development
Co., Ltd.

A Director
and spouse of
the Chairman
of Navigator
Investment
A Director
and a family
member
within the
second degree
of kinship of
the Chairman
of Navigator
Investment
A Director
and a family
member
within the
second degree
of kinship of
the Chairman
of Tong Sheng
Investment
None
Tong-Sheng
Development Co.,
Ltd.
Representative:
Chain-Cheng Lee
6,912,556 1.91% - - - - Navigator
Real Estate
Co., Ltd.
Yong-Shin
Developme
nt Co., Ltd.
Steve Lee

The Chairman
is the same
person
The Chairman
is the same
person
A Director
and a family
member
within the
second degree
of kinship of
the Chairman
of Tong Sheng
Investment
None

Note 1 : List out the top 10 shareholders. List both the titles of the shareholders and the names of the representatives for institutional shareholders. Note 2 : The calculation of proportion of shareholding shall be the holding by the person, spouse, and dependents or in the name of a third party separately. Note 3 : The aforementioned shareholders for disclosure shall include institutional shareholders and natural persons, with the relations between the shareholders as required by the Criteria for the Compilation of Financial Statements by Securities Issuers. Note 4: "-" in the table means "0".

  • 113 -

3.9 Number of shares held by the company, its directors, supervisors, managerial

officers and directly or indirectly controlled undertakings in the same invested companies, and the consolidated shareholding ratio

Comprehensive Shareholding Percentage

Comprehensive Shareholding Percentage Comprehensive Shareholding Percentage Comprehensive Shareholding Percentage Comprehensive Shareholding Percentage Comprehensive Shareholding Percentage Comprehensive Shareholding Percentage
Unit:Shares; %
Investment Investments of the
Company
Investments of
Directors, Supervisors,
Managers and directly
or indirectly controlled
businesses
Total Investments
Number of shares Shareholding
Percentage
Number of shares Shareholding
Percentage
Number of shares Shareholding
Percentage
TOP TAIWAN II VENTURE CAPITAL CO., LTD.
TOP TAIWAN III VENTURE CAPITAL CO., LTD. TOP
TAIWAN IV VENTURE CAPITAL CO., LTD. TOP TAIWAN
VI VENTURE CAPITAL CO., LTD.
TOP TAIWAN VIII VENTURE CAPITAL CO., LTD. TOP
TAIWAN IX VENTURE CAPITAL CO., LTD.
TOP TAIWAN X VENTURE CAPITAL CO., LTD.
TOP TAIWAN XI VENTURE CAPITAL CO., LTD.
Zlink Venture Capital Corp
BMB Venture Capital Investment Corporation
TOP TAIWAN XII VENTURE CAPITAL CO., LTD.



695,652
177,000
210,000
441,913
2,166,666
6,000,000
19,800,000
6,000,000
1,669,000
3,000,000
20,000,000










8.70
3.00
3.00
1.74
3.33
7.50
24.75
7.50
3.09
8.22
14.81










-
-
-
-
-
-
-
-
-
-










-
-
-
-
-
-
-
-
-
-










695,652
177,000
210,000
441,913
2,166,666
6,000,000
19,800,000
6,000,000
1,669,000
3,000,000
20,000,000











8.70
3.00
3.00
1.74
3.33
7.50
24.75
7.50
3.09
8.22
14.81
  • 114 -

IV Capital Overview

4.1 、 Shares and Dividends

4.1.1 Capital Sources

A. Issued Shares

Month/
Year
Par
Value
(NT$)
Authorized Capital Authorized Capital Paid-in Capital Paid-in Capital Remark Remark Remark
Shares Amount
(NT$)
Shares Amount
(NT$)
Sources of
Capital
Capital
Increased by
Assets Other
than Cash
Other
7/2003 10 353,600,000 3,536,000,000 280,662,800 2,806,628,000 Capital
Increase by
Earning

0
Note1
8/2004 10 353,600,000 3,536,000,000 304,091,500 3,040,915,000 Capital
Increase by
Earning

0
Note2
8/2005 10 353,600,000 3,536,000,000 316,857,000 3,168,570,000 Capital
Increase by
Earning

0
Note3
9/2010 10 600,000,000 6,000,000,000 363,816,400 3,638,164,000 Capital
Increase by
Earning

0
Note4
12/2015 10 600,000,000 6,000,000,000 362,200,400 3,622,004,000 Treasury
Stocks
Nullifying
1,616,000
0 Note5

Note 1: Decree No. 0920131648 issued by MOF Note 2: Decree No. 0930135221 issued by FSC Note 3: Decree No. 0940131068 issued by FSC Note 4: Decree No. 0990041289 issued by FSC Note 5: Decree No. 10401263610 issued by MOEA

B. Type of Stock

B. Type of Stock Stock Stock
Share Type Authorized Capital
Issued Shares
Un-issued Shares
Total Shares
Remarks
Issued Shares Un-issued Shares
Common
Shares
362,200,400 237,799,600 600,000,000 None

C. Information for Shelf Registration

Securities
Type
Preparing to Issue
Amount
Total
Shares
Authorized
Amount
(NT$thousands)
Preparing to Issue
Amount
Total
Shares
Authorized
Amount
(NT$thousands)
Issued Amount Issued Amount Purpose and Effect
for Issued Shares
Issue Period for
Unissued Shares
Remarks
Authorized
Amount
(NT$thousands)
Shares Price
(NT$)
None - - - - - - None

4.1.2 Status of Shareholders

4.1.2 Status of Shareholders 4.1.2 Status of Shareholders 4.1.2 Status of Shareholders 4.1.2 Status of Shareholders 4.1.2 Status of Shareholders 4.1.2 Status of Shareholders 4.1.2 Status of Shareholders
As of4/20/2021
Item Government
Agencies
Financial
Institutions
Other Juridical
Persons
Domestic
Natural Persons

Foreign
Institutions &
Natural Persons

Total
Number of
Shareholders
- 6 238 29,453 96 29,793
Shareholding
(shares)
- 89,506,595 99,397,120 162,096,535 11,200,150 362,200,400
Percentage 0.00% 24.71% 27.44% 44.75% 3.10% 100.00%
  • 115 -

4.1.3 Shareholding Distribution Status

A. Common Shares

As of 4/20/2021

4.1.3 Shareholding Distribution Status
A. Common Shares
As of4/20/2021
Class of Shareholding (Unit: Share) Number of
Shareholders
Shareholding
(Shares)
Percentage
1 ~ 999 19,676 798,673 0.22
1,000 ~ 5,000 6,517 14,757,352 4.08
5,001 ~ 10,000 1,420 11,248,634 3.11
10,001 ~ 15,000 648 8,115,452 2.24
15,001 ~ 20,000 353 6,517,976 1.80
20,001 ~ 30,000 365 9,248,463 2.55
30,001 ~ 50,000 290 11,502,639 3.17
50,001 ~ 100,000 282 20,329,611 5.61
100,001 ~ 200,000 123 17,141,275 4.73
200,001 ~ 400,000 62 17,146,381 4.73
400,001 ~ 600,000 19 9,280,346 2.56
600,001 ~ 800,000 4 2,673,397 0.74
800,001 ~ 1,000,000 6 5,523,583 1.53
1,000,001 or over 28 227,916,618 62.93
Total 29,793 362,200,400 100.00

B. Preferred Shares : N/A

4.1.4 List of Major Shareholders

4.1.4 List of Major Shareholders
As of4/20/20221
Shareholder's Name Shareholding
Shares Percentage(%)
Bank of Taiwan 64,608,278 17.84
Navigator Investment Co., Ltd. 25,168,675 6.95
Yong-Shin Development Co., Ltd. 24,158,535 6.67
Qiao-Nong Investment Co., Ltd. 11,026,843 3.04
Taichung Commercial Bank Co., Ltd. 10,662,000 2.94
Navigator Real Estate Co., Ltd. 10,601,122 2.93
Land Bank of Taiwan 10,237,317 2.83
Jia-Der Investment Co., Ltd. 7,966,520 2.20
Steve Lee 7,509,939 2.07
Tong-Sheng Development Co., Ltd. 6,912,556 1.91
  • 116 -

4.1.5 Market Price, Net Worth, Earnings, and Dividends per Share

Unit: NT$

Unit: NT$
Items Year
2020
2019 As of March31,2021
Market
Price per
Share
Highest Market Price 21.00 21.05 22.45
Lowest Market Price 16.20 19.45 19.80
Average Market Price 19.86 20.29 20.90
Net Worth
per Share

Before Distribution
26.45 25.09 26.13
After Distribution 25.35 24.09 -
Earnings
per Share
AdjustedWeighted Average
Shares
362,200,400 362,200,400 362,200,400
Diluted Earnings Per Share 1.90 1.94 (0.06)
Dividends
per Share
(Note 4)
Cash Dividends 1.10 1.00 -
Stock
Divide
nds
Dividends from
Retained Earnings
- - -
Dividends from
Capital Surplus
- - -
Accumulated Undistributed
Dividends
- - -
Return on
Investment
Price / Earnings Ratio
(Note 1)
10.45 10.46 -
Price / Dividend Ratio
(Note 2)
18.05 20.29 -
Cash Dividend Yield Rate
(Note 3)
5.54 4.93 -

Note 1: Price / Earnings Ratio = Average Market Price / Earnings per Share Note 2: Price / Dividend Ratio = Average Market Price / Cash Dividends per Share Note 3: Cash Dividend Yield Rate = Cash Dividends per Share / Average Market Price

Note 4: Dividends per share in 2019 were based on the resolution proposed by the shareholders' meeting of the following year; dividends per share in 2020 were based on the distribution resolved by the Board of Directors on March 26, 2021.

4.1.6 Dividend policy and implementation status

A. Dividend policy established in the Articles of Incorporation

When allocating the net profits for each fiscal year, the Company shall first offset its losses in previous years and pay for all taxes before setting aside 20% of the profits remaining balance as Legal capital reserve, until the accumulated legal capital reserve equals the Company's paid-in capital. Special capital reserve shall then be appropriated or reversed from the balance pursuant to relevant laws and regulations. The Board of Directors shall, pursuant to the dividend policy specified in Article 37, draft the proposal for appropriation of earnings based on the remaining balance, if any, combined with accumulated unappropriated earnings at the beginning of the period and unappropriated earnings of the current year and submit it to the shareholders' meeting for resolution.

  • 117 -

The Company operates in the nonlife insurance industry which has remained competitive after the opening of the insurance market. To strengthen the Company's undertaking and repayment capacity, future funding requirements, and satisfy shareholders' demand for cash inflow, the Board of Directors has adopted a stable and balanced dividend policy for the earnings distribution for the current year and it adjusted the proportion of stock and cash dividends. Cash dividends shall be no lower than 10% of the total dividends. However, if the cash dividends are lower than NT$0.1 per share, they may be distributed as stock dividends.

B. Specific dividend policy: Distribution of dividends in previous years

Year Cash
dividends
Distribution date
2015 1.2 2016.7.26
2016 0.9 2017.7.31
2017 1.1 2018.7.30
2018 0.9 2019.7.30
2019 1.0 2020.7.10
2019 1.1 To be determined

Although the dividend distribution ratio is not specified in the Company's Articles of Incorporation, the percentage of earnings provided for distribution may be determined for strengthening the Company's undertaking and repayment capacity, future funding requirements, and satisfying shareholders' demand for cash inflow. It shall be processed after it is resolved in the shareholders' meeting.

We estimate that the total dividends for each of the next three years to be no lower than 20% of total distributable earnings and cash dividends shall account for no less than 10% of all dividends for shareholders.

  • C. Dividend distribution to be proposed to the shareholders' meeting

  • Each share is assigned NT$1.1 in cash dividends and the proposed shareholder

  • dividends total NT$398,421,000.

  • D. Any expected material changes to the dividend policy shall be further explained: None.

4.1.7 The impacts of issuing stock grants in this Shareholder’s Meeting on the Company’s operational performance and dividend per share:

The dividend distribution to be proposed to the shareholders’ meeting does not include stock dividends and this item is therefore inapplicable.

4.1.8 Compensation for employees, Directors, and Supervisors

  • A.Percentage or range of rewards distributed to employees and Directors as stipulated in the Company's Articles of Incorporation:

In the event the Company makes a profit during the fiscal year, it shall set aside 1% to 5% of its annual profit to employees as profit sharing bonus and no higher than 5% of its annual profit to Directors as compensation (Not includeding Independent Directors). If there are cumulative losses, the Company shall appropriate funds to make up for such losses.

  • B.Accounting treatment for the basis of estimating the amount of the employees’ remuneration and Director’s remuneration for this fiscal period, the basis of calculating the number of shares to be distributed as employees’ remuneration, and for any discrepancy between the actual amount distributed and the estimated figures.

The Company's remuneration for employees and Directors shall be 1% to 5% and

  • 118 -

under 5% of the earnings before tax of the year and before deducting remuneration for employees and Directors. The proposed employee remuneration of NT$20,340,000 and Director remuneration of NT$20,340,000 for 2020 were appropriated based on the aforementioned 2.5% of the pre-tax profit. The Board of Director approved to distribute employee remuneration of NT$20,340,000 and Director remuneration of NT$20,340,000 in the meeting on March 26, 2021.

If there are changes made to the amount after the issuance of annual financial report, the changes shall be accounted for as changes in accounting estimates and recognized in the financial statements of the following year.

  • C.Status of compensation distribution as approved by the Board of Directors

  • (1)The Board of Director resolved to distribute employee bonus of NT$20,340,000 and Director remuneration of NT$20,340,000 in cash in the Board meeting on March 26, 2021.

  • (2) If there is any discrepancy between the Board of Directors' proposal for the distribution of remuneration for employees and Directors and the estimated amount of recognized expenses for the current fiscal year, the amount, causes and treatment of such discrepancy shall be disclosed: No such occurrences.

  • D.Actual distribution of remunerations for employees, Directors, and Supervisors (including the number, sum, and price of shares distributed), and where there were discrepancies with the recognized remuneration for employees, Directors, and Supervisors, the difference, cause, and treatment of the discrepancy be described.

Unit: NT$1,000
Distribution Item Actual
Distribution
Amount Passed in the
Original Board
Meeting (2020)
Difference
Remuneration of
employees
0 21,939 Undistributed
Remuneration to
Directors and
Supervisors
21,939 21,939 None

4.1.9 Status of company share buyback

The Company did not buy back shares in 2020 and up to April 30, 2021.

4.2 Issuance of Corporate Bonds: None

4.3 Issuance of Preferred Shares: None

4.4 Issuance of Globl Depositary Shares: None

4.5 Issuance of Employee Stock Option Plan: None

4.6 Issuance of Employee Restricted Stock: None

4.7 Issuance of New Share Issuance in Connection with Mergers and Acquisitions: None

4.8 Financing Plans and Implementation: None

  • 119 -

V. Operational Highlights

5.1 Business activities

5.1.1 Business scope

  • A. Main business: Direct insurance policies and reinsurance business.

  • (1) Direct written policies

    • 1 Fire insurance

    • ○2 Marine Cargo Insurance ○ 3 Marine Hull Insurance ○ 4 Fishing Vessel Insurance ○ 5 Aviation Insurance ○ 6 Automobile Insurance ○ 7 Money Insurance ○ 8 Bond and Credit Insurance ○ 9 Liability Insurance

    • 10 Engineering Insurance

    • 11 Personal Accident Insurance

    • 12 Health Insurance

    • ○ 13 Other Property Insurance

  • (2) Reinsurance: Inward business of various lines of domestic and foreign insurance

  • B. Breakdown of Total Premium in 2020, based on business lines.

  • (1) Premium of direct policies written was NT$6,512,206,000, 93.80% of total premium.

  • (2) Reinsurance premiums was NT$430,313,000, 6.20% of the total premium.

  • C. Breakdown of Total Premium in 2020, based on business line.

(1) Automobile Insurance 42.26%
(2) Residential Fire Insurance 14.37%
(3)Compulsory Automobile Liability Insurance 11.96%
(4) Commercial Fire Insurance 11.01%`
(5) Personal Accident Insurance
6.54%
(6) Liability Insurance 3.67%
(7) Engineering Insurance 3.32%
(8) Other Nonlife Insurance
2.23%
(9) Marine Cargo Insurance
2.14%
(10) Others*
2.50%
  • Note: Products that account for less than 2% of the total written premiums are collectively indicated under Others.

  • D. Products and Services Currently Planned

In 2021, the Company continued to develop FinTech, optimizing digital portals, e-operations, online insurance procurement and mobile office mechanisms to improve operational efficiency; adheres to the fair hospitality and customer orientated principles comprehensively improving customer service quality and implementing customers insurance protection. Regarding insurance products, in response to market changes, laws and regulations, and consumer needs, the Company continues to design product portfolio packages with innovative product design, and launch differentiated products to improve product variety. The

  • 120 -

Company has also adopted a market segmentation strategy and makes full use of the advantages of multiple strategic alliances and professional associations to expand the market reach whereby to improve the company's overall operating performance.

5.1.2 State of the Industry

A. Current State and Development of the Industry

In 2020, premium income of nonlife insurance industry as a whole exhibited growth of 6.24%, reached NT$187,390,287 thousand. casualty, personal accident and health lines have deteriorated; whereas all other business lines showed growth momentum, especially for fire, miscellaneous, hull, fishing vessel and aviation insurance lines all have achieved double-digit growth.

Looking ahead, for the domestic nonlife insurance market in 2021, the authorities' emphasis on FinTech applications, deregulation and technological innovation, as well as changes in consumers’ buying patterns will stimulate the dynamic in the development of innovative Internet services and insurance technology, which is expected to increase the volume of the e-commerce insurance businesses. The government will continue to develop offshore wind power plants and infrastructure, which can increase both the engineering and liability insurance lines. The COVID-19 pandemic has impacted overseas travel and affected the travel comprehensive insurance business. Due to the government's appropriate control of the epidemic, the increase in the domestic self-driving tourism has brought about the increase in the loss frequency of auto insurance. The expansion of insurance coverage for residential fires may also increase loss trend; and at the same time, prevailing consumer protection trends will increase the amount of claims and erode potential earning level. The introduction of the second phase of IFRS 17 will increase the company expenses. The decrease in interest income brought about by the low interest rate environment will continue to impact the operation of the nonlife insurance market.

  • B. Development Trends and Competition for Various Products

  • (1) Fire Insurance

The total fire insurance written premiums (including natural perils coverage) in 2020 was NT$28,292,391 thousand, a YOY growth rate of 12.8%. The total premiums for commercial fire line was NT$21,798,844 thousand, YOY growth rate of 14.99%. The main reason behind the double digit growth was due to increasing sum insured. For the residential fire, it continues to maintain steady growth, where the total residential fire insurance grew by 9.03%, premiums NT$6,493,547 thousand. The 2020 take-up rate of residential earthquake insurance was 36.04%, a slight increase from 35.01% of 2019.

For the commercial fire insurance market in 2021, although the COVID-19 pandemic has slowed down and the expected economic growth rate is higher than the previous year, it will still be affected by the market competition. The market premium for commercial fire insurance contracts is expected to show a decline. Residential fire insurance, the expanded coverage of residential fire insurance, and the increased the construction cost reference table for residential buildings, it is expected to increase the public's willingness to take out

  • 121 -

residential fire insurance. It is estimated that the income in premiums from residential fire insurance policies will continue to show steady growth in 2021.

  • (2) Automobile Insurance

In 2020, the overall automobile insurance market continued to register a 7.31% growth, the total automobile insurance premium reached NT$100,824,848 thousand. The noncompulsory automobile insurance premium was NT$82,507,185 thousand, a growth rate of 8.78%; the total compulsory automobile liability insurance premium was NT$18,317,663 thousand, growth rate of 1.13%. The sale of new cars has reached all time high, reaching 457,435 units, growth rate of 4%. The rate increase for third-party liability line have also contributed to the growth of the premium level.

Looking ahead, as the Ministry of Finance's tax exemption policy is confirmed to be extended for another five years, which will benefit the sales of new cars and electric motorcycles, the auto insurance market will be benefited. Together with the response to the frequent occurrence of car accidents involving high-value vehicles and rising claim amounts, insurance companies will strongly promote the need for car owners to take out third party liability insurance and excess liability insurance, so the overall auto insurance contract premium income is expected to maintain growth in 2021.

(3) Marine Cargo Insurance

In 2020, the overall market written premiums of marine cargo insurance line was NT$4,846,393 thousand, YOY growth rate of 0.06%.

For 2021, even the cargo insurance rate may increase, as global reinsurance market for the subject line has hardened, the premium growth will be somewhat offset by the demand-supply chains blockage due to coronavirus.

(4) Marine Hull Insurance

In 2020, the overall market written premiums of marine hull insurance line was NT$1,804,404 thousand, YOY growth rate of 34.41%. For the fishing vessel insurance line, market written premiums was NT$1,133,333 thousand, YOY growth rate of 12.59%.

The hull insurance market in 2021 will continue to increase due to the strict underwriting and hardened reinsurance market. The overall written premiums from hull insurance business will have an overall 10% to 15% growth.

(5) Aviation insurance

In 2020, the overall market written premiums of aviation insurance line was NT$808,194 thousand, YOY growth rate of 14.16%. For 2021, the total written premiums is expected to drop due to the global coronavirus effect, even though the premium rate for the line is on the rise.

(6) Liability and Engineering Insurance

In 2020, the overall market written premiums of casualty insurance line was NT$20,949,353 thousand, YOY growth rate of 3.68%. Within this category, the total credit guarantee insurance written premiums was NT$1,657,068 thousand, a YOY growth rate of 1.84%; the total liability insurance written premiums was NT$11,699,462 thousand, a negative YOY growth rate of 1.17%;

  • 122 -

and, the total other property insurance premiums was NT$7,592,822 thousand, a YOY growth rate of 12.62%.

Looking forward to 2021, new product launches will bring growth momentum in the casualty line of business as many of communicable disease or vaccine related compensation insurance products will be developed, to name a few.

  • (7) Engineering insurance

In 2020, the overall engineering insurance market recorded a total of NT$7,140,322 thousands in insurance premiums, a growth of approximately 6.20%. This is mainly attributed to the government's active promotion of offshore wind power-related projects and solar power-related equipment, which has led to an increase in the insurance demand.

In terms of outlook for 2021, the government continue to actively promote solar power generation, offshore wind power generation, and the government's expansion of public construction investment due to the COVID-19 pandemic. Therefore, it is expected that the Company's performance in the engineering insurance market will continue to grow this year.

(8) Accident and Health Insurance

In 2020, the market accident insurance written premiums reached NT$18,821,100 thousand, a negative YOY growth rate of 3.75%; and the market health insurance written premiums was NT$2,769,950 thousand, a negative YOY growth rate of 6.52%.

With regards to the accident and health insurance market in 2021, due to the continuing impact of the COVID-19 pandemic on tourism activities, it is expected that the growth rate of online insurance will be lowered. For insurance products, due to the impact from the COVID-19 pandemic. The industry will focus on the product packaging of health insurance with COVID coverage. We expect the A&H insurance market in 2021 to show a slight decline.

  • C. Overview of technology and R&D

  • A total of 63 New Insurance Products Submitted in 2020 :

  • TFMI CEAR – Construction and Erection All Risk

  • TFMI 044B Irrigation Agency Endorsement (C)

  • TFMI 045H Water Resources Agency Endorsement (I)

  • TFMI E55 Insurance Premium Instalment arrangement (Mingjian Hydroelectric Power Plant only)

  • TFMI LAUNCH & IN-ORBIT INSURANCE(A)

  • TFMI M01 Engineering Insurance Consolatory Fee Endorsement

  • TFMI M02 Agricultural Machinery Insurance Consolatory Fee Endorsement

  • TFMI Construction Worker Group Personal Accident Insurance

  • TFMI Hydroelectric Power Plant Machinery Breakdown Insurance (Mingjian Hydroelectric Power Plant only)

  • TFMI Corporate Communicable Diseases Compensation Insurance (for SME)

  • TFMI Residential Housing Gas Comprehensive Insurance

  • TFMI Depreciation Percentage Rate Endorsement

  • TFMI Automobile Insurance Car Key Endorsement

  • TFMI Automobile Insurance Third Party Liability (self-owned) – Single Sum Insured

  • TFMI Commutable Disease Compensation Insurance

  • 123 -

  • TFMI Bank Safe Deposit Box Liability Insurance Endorsement (Taiwan Business Bank only)

  • TFMI Event Ticket Compensation Insurance

  • TFMI Health Insurance – Communicable Disease Endorsement

  • TFMI Travel Expense Insurance

  • TFMI Passenger Liability Insurance

  • TFMI Aviation Insurance AIRCRAFT HULL AND THIRD PARTY LIABILITY & AIRCRAFT SPARES INSURANCE

  • TFMI Commercial Fire Insurance Renewal Endorsement

  • TFMI Sanction and Limitation Exclusion Endorsement

  • TFMI Money Insurance Teller's Shortage Endorsement

  • TFMI Money Insurance Petty Cash Sepecial Endorsement

  • TFMI Product Liability Insurance Other Spare Parts Endorsement

  • TFMI Marine Hull Passenger Liability Insurance

  • TFMI Marine Hull Operator Liability Insurance Protection & Indemnity Insurance (GAIC)

  • TFMI Marine Hull Insurance Communicable Disease Exclusion Clause

  • TFMI Marine Hull Insurance Coronavirus Exclusion Clause

  • TFMI Marine Hull Insurance Lloyd’s K(A) NMA 2989

  • TFMI Marine Cargo Insurance (G)

  • TFMI Employer Liability Insurance

  • TFMI Employer Liability Insurance Maximum Headcount Endorsement

  • TFMI Employer Liability Insurance Communting and Business Visits Endorsement 36. TFMI Employer Liability Insurance Natural Hazards Liability Endorsement

  • TFMI Employer Liability Insurance Sanction and Limitation Exclusion Endorsement

  • TFMI Employer Liability Insurance Ordering Party Endorsement

  • TFMI Employer Liability Insurance Waiver of Subrogation Right towards the Ordering Party and/or its employees Endorsement

  • TFMI Employer Liability Insurance Adjustor Appointment Endorsement

  • TFMI Employer Liability Insurance Overseas Liability Endorsement

  • TFMI Employer Liability Insurance Excess Coverage Endorsement

  • TFMI Employer Liability Insurance Consolatory Fee Endorsement

  • TFMI Employer Liability Insurance Priority Settlement Endorsement

  • TFMI Employer Liability Insurance Occupational Disaster Compensation Endorsement (A)

  • TFMI Employer Liability Insurance Occupational Disaster Compensation Endorsement (B)

  • TFMI Micro Personal Accident Insurance (Not for Group)

  • TFMI Information Security Protection Insurance

  • TFMI Electronic Equipment Insurance (for Taiwan Business Bank only)

  • TFMI Electronic Equipment Insurance F06A Flood coverage for Basement or below ground floor Endorsement (A)

  • TFMI Group Travel Comprehensive Insurance

  • TFMI Group Travel Comprehensive Insurance Travel Accident Endorsement

  • TFMI Group Travel Comprehensive Insurance Travel Accident - Overseas Disease Medical Health Insurance Endorsement

  • TFMI Group Travel Comprehensive Insurance Travel Accident Medical Insurance Endorsement

  • TFMI Group Travel Comprehensive Insurance Travel Duration Home Property Security Endorsement

  • TFMI Group Travel Comprehensive Insurance Travel Duration Home Third Party

  • 124 -

Liability Endorsement

  1. TFMI Fishing Vessel Insurance Communicable Disease Exclusion Clause

  2. TFMI Fishing Vessel Insurance Coronavirus Exclusion Clause

  3. TFMI Fishing Vessel Operator Liability Insurance Protection & Indemnity Insurance (GAIC)

  4. TFMI Bankers Blanket Bond Insurance Special Endorsement (for Taiwan Business Bank only)

  5. TFMI Bankers Blanket Bond Insurance Automatic Tellers Machine Endorsement (for Taiwan Business Bank only)

  6. TFMI Bankers Blanket Bond Insurance Property Transit via Foot Endorsement (for Taiwan Business Bank only)

  7. TFMI Compensation Adjustment Endorsement

  8. 5.1.3 Long- and Short-term Business Development Plans

  9. A. Short-term Business Plans

  10. (1) Strengthen customer loss prevention services and prudent underwriting, enhance quality business portfolio and screen sales channels for quality risks to mitigate customer and Company risks, while expanding retained premiums and insurance surplus to maintain stable profits.

  11. (2) Intensify strategic alliances with sales channels and makes use of advantages in rates and diversified channels to expand the targets market.

  12. (3) Continue to develop FinTech, strengthen e-commerce technology and mobile insurance platform, optimize operating procedures, and promote electronic insurance policy issuance to expand business scale, improve efficiency, and increase convenience levels for customers to purchase insurance.

  13. (4) Implement the principle of fair hospitality together with emphasis on customer rights. Provide new products and differentiated services that meet customer needs and improve customer service quality.

  14. (5) Provide new products and differentiated services that meet customer requirements while enhancing the level of services and valuing customer interests.

  15. (6) Develop business opportunities with quality small and medium-sized enterprise and increase market share in all regions.

  16. (7) Adapt various reward and promotion projects to increase competitiveness.

  17. (8) Diversify investments to lower risks and increase its yield rate. It shall also evaluate real estate investments to stabilize income from rent.

  18. B. Long-term Business Development Plans

  19. (1) Business Policy: TFMI adheres to the policy of "stable and customer-oriented operations" to maximize company earnings and shareholder interests and increase customer service quality and satisfaction.

  20. (2) Business Strategy: TFMI shall maintain its core value of stability and pragmatism and seek to achieve our short-, mid- and long-term goals through systematic and strategic management, establishment of scientific goals and implementation of action plans.

    • Externally, we shall further the ideals of giving back to society and continue to participate in charity events, fulfill corporate social responsibilities, whereby installing our brand deep into public minds.

On the operation side, through efficiency increase on the insurance purchases,

  • 125 -

policy renewal rates, integrated marketing and sales strategic alliances providing more quality businesses. Also, through various reward programs and development of e-commerce and online insurance purchase platforms to increase our competitive edge. With regard to business product offerings, we actively develops niche quality insurance business lines to increase retained premiums and stabilize earnings. In addition, developing innovative products, and with potential and diversified product packages and increased quality of services for the wellbeing of our Clients. Internally, with a well-structured employee compensation scheme and self-training programs, we cultivate professionals and facilitate quality employee relations. TFMI also fully implements the digitalization of the business operations and continues to optimize work procedures to increase efficiency; place emphasis on premium collection and maintain control of expenses. As for the asset management, we have a fully diversified investment portfolio to reduce risks and increase yield rate. Overall, a legal compliance office and risk management office are established to ensure all risk control and corporate governance monitoring mechanism are in place.

  • 126 -

5.2 Market and Sales Overview

5.2.1 Market Analysis

  • A. Areas of distribution for principal products of the Company and market shares

Unit: NT$thousands

Unit: NT$thousands
Insurance
Category
Direct
Premium
Written
($)
Income Premiums
of the Domestic
Nonlife Insurance
Market($)
Market
Share
(%)
Sales
Region
Residential Fire
Insurance
935,591
6,493,547

14.41

Taiwan, Penghu,
Kinmen and Matsu
Aviation Insurance 42,548
808,194

5.26

Taiwan, Penghu,
Kinmen and Matsu
Fishing Vessel
Insurance
56,109
1,133,333

4.95

Taiwan, Penghu,
Kinmen and Matsu
Compulsory
Automobile Liability
Insurance

779,167

18,317,663

4.25

Taiwan, Penghu,
Kinmen and Matsu
Automobile
Insurance
2,752,164
82,507,185

3.34

Taiwan, Penghu,
Kinmen and Matsu
Commercial Fire
Insurance
716,711
21,798,844

3.29

Taiwan, Penghu,
Kinmen and Matsu
Engineering
Insurance
216,483
7,140,322

3.03

Taiwan, Penghu,
Kinmen and Matsu
Marine Cargo
Insurance
139,566
4,846,393

2.88

Taiwan, Penghu,
Kinmen and Matsu
Marine Hull
Insurance
45,871
1,804,404

2.54

Taiwan, Penghu,
Kinmen and Matsu
Personal Accident
Insurance
426,076
18,821,100

2.26

Taiwan, Penghu,
Kinmen and Matsu
Liability Insurance 238,774
11,699,462

2.04

Taiwan, Penghu,
Kinmen and Matsu
Other Insurance 145,404
7,592,822

1.92

Taiwan, Penghu,
Kinmen and Matsu
Bond and Credit
Insurance
13,558
1,657,068

0.82

Taiwan, Penghu,
Kinmen and Matsu
Health Insurance 4,184
6,493,547

0.15

Taiwan, Penghu,
Kinmen and Matsu
Total 6,512,206
187,390,287

3.48

Taiwan, Penghu,
Kinmen and Matsu

Source: Insurance Premiums of Member Companies from January to December 2020 Compiled by the Nonlife Insurance Association of the Republic of China.

  • B. State and Growth of Market - A view on the Supply and Demand

  • (1) Supply

    • 1 As of the end of 2020, there are 20 non-life insurance companies in Taiwan and seven of them are foreign operators. The top three accounted for 47.05% of total revenue and each with a market share of over 10%.
  • 127 -

  • 2 Investment growth momentum increased due to increasing semi-conductor production and 5G infrastructure internally.

  • 3 The Authorities focus on finTech development, stimulating the creation of multi-purpose new technology application on web servicing and insurTech.

  • (2) Demand

  • 1 Local governments are reviewing their rules and regulations or related laws to increas public liability insurance coverage.

  • ○2 The government has continued to promote economic revitalization measures, which is conducive to public infrastructure construction and other investment plans.

  • 3 The housing market is expected to recover, thereby increasing the demand for residential fire insurance.

  • 4 After the relaxation of the fifth phase of online insurance policy, not only the premium limit and insurance cap have been raised, but the convenience for consumers to purchase insurance has also been enhanced to meet the timely needs of travel insurance.

  • 5 The development of the new 5G application market, high-performance computing and other emerging applications and strong demand for remote business opportunities derived from the ongoing pandemic are driving the growth momentum of Taiwan’s exports.

  • (3) Growth

The frequent occurrence of natural disasters have prompted business owners and the general public to gradually pay more attention to risk managing and safeguarding their own properties. Strong sales momentum in new vehicles, especially the sales growth of high-priced imported vehicles, will drive the growth of automobile insurance. In addition, government agencies are reviewing their self-governance provisions or related laws and increasing public liability insurance coverage, as well as actively assisting insurance companies in developing new insurance products associated with green energy and agriculture. All these factors are expected to positively influence the total income from insurance premiums in the non-life insurance market in 2018.

  • C. Positive and Negative Factors Affecting our Competitiveness, our Long-term Development, and our Response Strategies

  • (1) Favorable Factors

    • 1 There are still risks in the global trade and business environment. The International Monetary Fund (IMF) predicted on January 26, 2021, that the global economic growth rate will be 5.5% for the whole year. The continued spread of the COVID-19 pandemic will drive demand for business opportunities in remote work and lifestyles as well as the domestic tourism industry. The adoption of emerging technologies will drive and accelerate the domestic semiconductor manufacturing industry due to buildup of 5G infrastructure, and it is expected that investment growth momentum will continue to increase. The Directorate General of Budget, Accounting and Statistics estimates that the domestic economic growth rate in 2021 will be 4.64%.

    • 2 The supervision policies of the competent authorities will help maintain market order and ensure that insurance rates return to reasonable risk adequacy level.

  • 128 -

  • 3 Insurance business opportunity increases as Government promoting return of overseas Taiwanese capital, business loans provision and youth entrepreneur programs.

  • (2) Unfavorable Factors

  • 1 Changes in the automobile insurance business landscape have aggravated market competition and talent poaching.

  • 2 Coverage under Residential Fire line of business expands, loss experience may rise.

  • 3 Rise of consumer protection ideology, claim amount may increase.

  • 4 IFRS 17 enters Phase 2 with increased expenses for the Company.

  • 5 Strict motor vehicle inspection will increase operating costs. Furthermore, a growing awareness and guidelines of anti-money laundering (AML) and counter-financing of terrorism to be stipulated in each insurance company internal controls will also result in cost increase, and furthermore, new forms of competition will rise after the Financial Regulatory Sandbox is passed.

  • 6 Premium level may decrease due to the effect of coronavirus.

  • (3) Response Strategies

  • 1 Promote niche product and use cross-marketing to expand sales.

  • 2 Make full use of advantages in strategic alliances to expand business relationship with high-quality small and medium-scale businesses.

  • 3 Implement comprehensive risk management and damage control services for Clients, to increase service quality and customer satisfaction and to create competitive advantages for the Company.

  • 4 Establish a comprehensive and easy-to-use information system to increase overall work efficiency and ease for customer usage.

  • 5 Strengthen training for various types of insurance and increase employees' professional knowledge and sales techniques.

  • 6 Comprehensive risk management and damage prevention services to improve customer service quality, enhance customer satisfaction, and create the Company's competitive advantage and value.

5.2.2 Usage and processes for the Company's Main Products

  • A. Major Uses of the Primary Products

  • (1) Fire Insurance

    • 1 Basic Residential Fire and Earthquake Insurances

Residential Fire Insurance provides coverage for fires, lightning strikes, explosions, aircraft crash and fall of related parts, motor vehicle collisions, damages from smoke, strikes, riots, harassment, malicious destructive behavior, burglary and other dangerous incidents, and offers compensation for such incidents. This insurance also provides compensation for debris removal expenses or temporary housing expenses. In addition, "personal properties in buildings" are also automatically included in the scope of coverage of the Residential Fire Insurance. The personal property insured amount is 30% of the insured value of the building, and is capped at NT$600,000.

  • 129 -

Basic Residential Earthquake Insurance provides coverage for full damages sustained by residential buildings due to earthquakes, as well as fires, explosions, landslides, land subsidence, sliding, cracking, bursts, tsunami, rising tides, floods and other dangerous accidents caused by earthquake.

Basic Residential Third-party Liability Insurance covers injuries, deaths or property damages caused to third parties due to fires, lightning strikes, explosions, fire smoke damage, or other accidents during the insurance period for which the insured person is liable for compensation in accordance with the law and is requested by third parties to provide compensation in accordance the provisions of the insurance contract. The compensation amount in the insurance period is capped at NT$20 million.

The Typhoon and Flood Insurance of Residential Owners is to include the losses due to typhoon and flood affecting the area, based on the limit set in the Table of Limit for the subject coverage.

Residential Glass Insurance covers losses arising from broken glass windows and glass curtains that are installed in exterior walls or broken glass doors that serve as exclusive parts or agreed-upon exclusive parts of exterior access to the covered residential building due to accidents, and offers compensation for such losses.

  • 2 Commercial Fire Insurance

Whether it is an office building, shop, factory, or warehouse, damage or loss of the subject insured is caused by fire, explosions or lightning strikes shall be compensated.

  • 3 Fire Allied Perils Insurance

To meet the needs of any insured, the following coverage can be included in the fire insurance policy as an attachment: A. Explosion B. Earthquake C. Typhoon and flood D. Aircraft crash, motor vehicle collision E. Strike, riot, public harassment, malicious damage behavior F. Automatic fire device seepage G. Burglary H. Rent loss I. Business interruption J. Water stain K. Smoke L. Terrorism M. Third person accident liability.

(2) Marine Cargo Insurance

The Marine Cargo Insurance provides coverage for the damage or loss to the cargo during their transportation process. The marine cargo insurance covers cargo at sea, on land, and in air, via all means of transportation, i.e. automobiles, trains, airplanes.

(3) Marine Hull Insurance

The Marine Hull Insurance covers damage and loss of the hull and machinery due to accidents. The collision liability and insurance for the transportation fee are also included. All ships in transition, in tow, in construction, undergoing repairs or in berth may be insured. Insurance for containers and shipowners’ liability are also included in the coverage.

(4) Fishing Vessel Insurance

The fishing vessel insurance provides compensation for damage or loss of the fishing vessels, machinery equipment, or fishing equipment due to accidents.

  • 130 -

(5) Aviation Insurance

The aviation insurance provides coverage for damage or loss of the aircraft due to accidents as well as the legal liabilities of the owner and user of the aircraft for compensation arising from damage or loss of the aircraft or accidents.

(6) Automobile Insurance

Automobile insurance provides coverage for liabilities of damage or loss of vehicles, and injuries, death, and damage to the properties of third parties caused by accidents. The main insurance categories include compulsory automobile liability, optional third party automobile liability, vehicle damage, and theft. The insured person may choose additional coverages including insurance for typhoons, floods, earthquakes, compensation for victims of automobile accidents involving alcohol, driver liability, passenger liability, and third party relief funds.

(7) Money Insurance

Money insurance provides coverage for the insured person's loss of cash caused by thefts, robberies, fires, explosions, or accidents of the transportation vehicle in delivery, storage, or at the counter.

(8) Bond and Credit Insurance

The bond and credit insurance provides coverage for the insured's loss associated with unethical behavior of employees or the debtors' failure to fulfill debt obligations. The insurance categories include fidelity bond, travel agent performance bond, construction performance bond, and construction advance payment bond, etc.

(9) Liability Insurance

Liability insurance provides the insureds with compensation liability coverage for accidents that cause damage to third parties for which the insured person is liable for compensation in accordance with laws and is requested to pay compensation. The Company provides public liability, contractor liability for construction and maintenance, employers’ liability, product liability, financial institutions professional indemnity, elevator accident liability, golfers’ liability, etc.

(10) Engineering Insurance

Engineering insurance includes construction all risk, erection all risk, electronic equipment, construction plant and machinery, machinery breakdown, and broiler pressure vessel.

(11) Miscellance Insurance

Fine art comprehensive insurance, burglary insurance, glass insurance, and others.

(12) Personal Accident Insurance

Personal Accident Insurance provides coverage for disabilities or death of the insured person caused by accidents for which the Company provides compensation based on the insurance policy. Such products include personal accident insurance and group accident insurance.

  • (13) Health Insurance

  • 131 -

Health insurance provides compensation to the insured person for hospitalization due to illnesses or injury as well as contraction of major diseases or cancer. Products include hospitalization insurance, major diseases insurance, and cancer insurance.

  • (14) Comprehensive Travel Insurance

Comprehensive travel insurance provides coverage for disabilities or death of the insured person caused by accidents while travelling. Insurance items include disabilities or death as well as payment for medical expenses for injuries, treatment for sudden illness overseas, emergency expenses, travel inconvenience insurance, third party liabilities for residences, and residential property loss.

  • (15) Travel Accident Insurance

Travel Accident Insurance provides short-term coverage (with a maximum period of 180 days) to the insured person when he/she is involved in a travel accident that causes disability or death within the insurance period, and pays the insured amount in accordance with the insurance policy. Other than disability or death, this insurance also provides additional coverages such as medical, severe burn and food poisoning consolation expenses.

  • (16) Commutable Disease Compensation Insurance (Personal)

When the insured is been required to quaranteed due to CDC requirement during the insurance period, a fixed amount of insurance benefits shall be paid in accordance with the insurance contract.

  • B. Production process

The insurance products designed and developed by non-life insurance companies shall factor in actual past loss experience and expenses for setting insurance premium rates and all insurance products shall be submitted to the authority for approval or registration before issuance.

  • 5.2.3 State of supply of chief raw materials: Not applicable.

  • 5.2.4 The names of customers who accounted for more than 10% of sales for any given year within the last two years, their purchase amount and proportion, and reasons for changes (increase or decrease) in sales:

  • A. Names of the top ten customers in the two most recent years, the amount, ratio, and reasons for increase and reduction of such sales:

The Company is an insurance company and does not have important customers who account for over 10% of operating revenue. There fore this requirement is not applicable.

  • B. Names of the top ten suppliers in the two most recent years, the amount, ratio, and reasons for increase and reduction of such sales: Not applicable.

5.2.5 Table of production volume in the 2 most recent years: Not applicable.

  • 132 -

5.2.6 Sales volume/value of the last two years

Unit: NT$thousands

Year
Underwriting volume
and value
Main Product
2020 2020 2019 2019
Net Premium
Income
Policy
Count
Net Premium
Income
Policy
Count
Automobile Insurance 3,531,331
1,327,395

3,323,928

1,271,017
Fire Insurance 1,652,302
519,827

1,584,294

490,030
Marine Insurance 241,546
35,449

247,681

37,793
LiabilityInsurance 1,087,027
162,615

1,070,758

253,598
Total 6,512,206
2,045,286

6,226,661

2,052,438

5.3. Employee Information

Employee information in the last two years up to the printing of this Report

Year Year 2020 2019 Current Year as of
March 31,2021
Number of
Employees
(Note)
Full-time
employees
901 912 905
Contractual
personnel
0 0 0
Workmen 0 0 0
Total 901 912 905
Average Age 42.3 41.5 42.3
Average Years of Service 9.6 9.0 9.6
Education
Background
Distribution
Percentage
Ph.D. 0.1% 0.2% 0.1%
Master's 11.0% 10.3% 10.6%


Bachelor's and
other Higher
Education
80.4% 80.6% 80.9%
High School 8.2% 8.6% 8.1%
Below High
School
0.3% 0.3% 0.3%

Note: For the past two years, the number of Directors who did not serve as employees was 9. The number of Directors who do not serve as employees in 2021 is 11.

5.4. Spending on environmental protections

The Company is an insurance company and does not cause major pollutions.

5.5. Labor relations

5.5.1 Employee welfare

  • A. The Company has established the Employee Welfare Committee in accordance with the Employee Welfare Fund Act. We regularly organize meetings to promote employee welfare and we plan various employee welfare measures to improve

  • 133 -

employees' quality of life.

  • B. The welfare measures organized by the Company's Employee Welfare Committee and Human Resources Department include:

  • (1) Benefits and subsidies: Gift money for three Chinese festivals, birthday gift money, wedding gift money, funerary subsidies, etc.

  • (2) Cultural and leisure activities: Monthly birthday parties, year-end party and lucky draw events, club activities, and tourism activities.

  • (3) Other subsidies: Emergency relief, group insurance, family member group insurance, employee health examination, etc.

  • C. In addition to the gift money for the three Chinese festivals and wedding gift money for employees, the Company also subsidized and established clubs in 2019 in accordance with the Club Subsidies Regulations to encourage employee participation in leisure activities and promote connections between employees. In addition, the Company provides all employees with health examination and employee group insurance to reward their hard work and promote their welfare. Life insurance, accident insurance, medical insurance, and cancer insurance are included to provide employees with extensive coverage.

5.5.2 Studies and training

  • A. The Company has established the Professional Insurance License Examination Incentives to encourage employees to study insurance management and gain related professional skills. We provide rewards and assistance measures to encourage employees to obtain various professional licenses and actively cultivate professional insurance talents.

  • B. To help build employees’ professional insurance skills, we also regularly organize education and training given by employees who serve as internal lecturers for professional roles required for insurance operations so that employees may exchange and share their experience. We also organize employees’ participation in external professional courses based on business and employee development requirements to gain professional knowledge.

  • C. The Company's annual training include internal training and training courses provided by external institutions which target the four major roles for "management, core businesses, marketing, and administrative resources". We adopt performance and task-oriented training suitable for different roles and different levels. The internal and external training in 2020 amounted to an average of 38.33 hours per person per month with a total of 34,539 training hours in 405 courses with more than 20,798 participants and NT$3,921 thousand in training expenditures.

The top ten internal and external trainings in 2020 were as follows:

  • 134 -
Category Category Course Title Date Number of
Participants

Total
Hours
Internal
training
1 Fair Dealing Principle in financial service industry January~
December
896 2,688
2 Information Security Courses January~
December
896 2,688
3 Anti-Money Laundering and Combat Financing of Terrorism January~
December
896 1,972
4 Education and Training on Friendly Financial Service Standards
January~
December
896 448
5 Corporate Ethical Management Education and Training January~
December
896 1,792
6 Education and Training on Procedures for Handling Material
Inside Information
January~
December
896 448
7 Personal Information Protection Act January~
December
895 1,790
8 Occupational Safety and Health Education and Training January~
December
895 895
9 Rules of Insurance Salesperson Management - Regulations of
Reward and Punishment for Soliciting
January~
December
895 447.5
10 Workplace Sexual Harassment Prevention Education and
Training
January~
December
895 447.5
Category Course Title Date Number of
Participants

Total
Hours
External
training
1 Compliance Officers OJT - "The Importance of Risk
Management in the Insurance Industry in light of International
Anti-corruption Trends" -via video conference
July 29 87
2 Compliance Officers OJT - "Sales of New Insurance Products
and Related Regulations" -via video conference
July 29 87
3 Compliance Officers OJT - "Learn about Corporate
Information Security Threats from Information Security Case
Studies" -via video conference
July 29 87
4 Compliance Officers OJT - "Newly Revised Laws and
Regulations (including Solicitation, AML, Underwriting, and
Claims Settlement)" -via video conference
July 29 87
5 Compliance Officers OJT - "Fair Hospitality Principle
Assessment Focus and Supervision Trends" - via video
conference
July 29 87

6
Anti-Money Laundering Supervisor OJT - "Suggestions for
Improvement of APG Evaluation Results on Taiwan" - via video
conference

August
27 81
7 Anti-Money Laundering Supervisor OJT - “New Amendment
Acts on Prevention of Money Laundering and Countering
Terrorism Financing at Home and Abroad" - via video
conference
August 27 81
8 Anti-Money Laundering Supervisor OJT - “Assessment of
Eight Major Money Laundering Specific Crimes and Insurance
Product Money Laundering Risks” -via video conference
August 27 81
9 Anti-Money Laundering Supervisor OJT - "Money Laundering
and Terrorism Financing Risk Trends and Attitudes"- via video
conference
August 27 81
10 Risk Control and Development Trend of Nonlife
Insurance-Operations Continuity, Emergency Response and
Crisis Management
August 14 42
  • 135 -

5.5.3 Retirement system

  • A. The Company established the Labor Retirement Regulations to take care of employees after retirement, foster cooperation between employees and the management, and improve work efficiency.

  • B. To comply with the Labor Pension Act released on July 1st 2005, the Company appropriates pension funds for employees who opt for the new system to their personal pension accounts. The Company also appoints actuaries to evaluate and calculate labor pension preparatory fund and file actuary reports in accordance with IAS 19 as an important basis for the adjustment of the Company's appropriation of pension preparatory funds to fully protect employees' retirement benefits.

  • C. The Company appropriated a total of NT$7,224,000 to the Department of Trusts of the Bank of Taiwan in 2020 as labor pension preparatory fund under the old system. The cumulative account balance of the labor pension preparatory fund at the end of the year was NT$58,197,000. The Company also regularly appropriates 6% of the employees' monthly salaries to the personal pension account of employees under the new labor pension system. We appropriated NT$27,787,000 in labor pension under the new system in 2020 to fully protect employees' rights and interest after retirement.

5.5.4 Protection measures for work environment and employee safety

To ensure the safety of employees in all business and office areas, the Company purchases public accident liability insurance each year and conducts fire safety inspections in accordance with fire safety regulations.

In terms of the protection of physical health, the Company organizes physical examinations for new employees and organizes on-the-job health examinations for employees each year to track and protect the physical health of employees. In addition, the Company provides all employees with employee group insurance to prevent accidents from affecting the physical health of employees. Life insurance, accident insurance, and medical insurance are included to provide employees with extensive coverage.

The Company has been applicable to the Occupational Safety and Health Act and related regulations since August 2005. It has assigned 11 employees from various units to take part in Class A, B, and C supervisor training for occupational safety. The Company's Occupational Health and Safety Work Rules and various occupational health and safety supervisors have been registered with local Labor Bureaus and announced on the "Employee Safety and Health" section on the webpage for reference by all employees. The occupational safety and health supervisor of each unit implements various automatic inspection systems and education and training programs to achieve the goal of "zero-incident".

5.5.5 Establishment of the Employee Code of Conduct or Ethics

The Company had a "Code of Ethical Conduct" and "Working Rules," which clearly stipulated the behavior and ethics for the employees, and was disclosed on the official website of the Company (https://www.tfmi.com.tw) and internal webpage.

  • 136 -

5.5.6 Related certifications obtained from the relevant competent authorities by personnel associated with the transparency of financial information as of the publication date of the Annual Report

are as follows:


are as follows:
Certification Type Organizer Number of
Employees
Basic Proficiency Test on
Enterprise Internal Control
Securities and Futures Institute 4
Official Member of the Actuarial
Institute of Chinese Taipei
Actuarial Institute of Chinese Taipei 1
Nonlife Insurance Sales
RepresentativeQualifications
Nonlife Insurance Association of the
Republic of China
861
Nonlife Insurance Underwriting
and Claims OfficerQualifications
Nonlife Underwriters Society of the
Republic of China
71
Personal Insurance Sales
RepresentativeQualifications
Life Insurance Association of the
Republic of China
262
Corporate Risk Management
Officer
Risk Management Society of Taiwan 1
Personal Risk Management
Officer
Risk Management Society of Taiwan 6
Nonlife Insurance Broker Examination Yuan 5
Nonlife Insurance Agent Examination Yuan 2
Personal Insurance Broker Examination Yuan 4
Personal Insurance Agent Examination Yuan 1
  • 5.5.7 The Company invites representatives from staff and management levels to regular employee-management meetings each quarter and publishes various meeting minutes and implementation status to develop employee-management relationships, foster cooperation, and improve work performance.

  • 5.5.8 List the losses suffered due to labor disputes in the most recent fiscal year up to the publication date of this annual report, and disclose the estimated amount arising both at present and in the future and the corresponding countermeasures. If the amount cannot be reasonably estimated, facts of which estimation cannot be made shall be explained: None.

  • 137 -

5.6 Main Reinsurance Contract

Contract Reinsurer Contract
Period
Contents/Coverage Restriction
Clause
Reinsurance
Contract
Central
Reinsurance
Corporation
Jan. 01, 2020
Dec. 31, 2020

Reinsurance contracts for fire,
marine, engineering, liability,
agriculture, motor, personal
accident, and health insurance
policies.
Contract
Exclusions
Clause.

Munich
Reinsurance
Company
Jan. 01, 2020
Dec. 31, 2020

Reinsurance contracts for marine,
liability, and motor insurance
policies.
Contract
Exclusions
Clause.

Partner
Reinsurance
**Europe SE **
Jan. 01, 2020
Dec. 31, 2020

Reinsurance contracts for fire,
marine, engineering, liability, and
motor insurancepolicies.
Contract
Exclusions
Clause.
The Toa
Reinsurance
Company, Limited
Jan. 01, 2020
Dec. 31, 2020

Reinsurance contracts for fire,
catastrophe, marine, and liability
insurancepolicies.
Contract
Exclusions
Clause.
Transatlantic
Reinsurance
Company
Jan. 01, 2020
Dec. 31, 2020

Reinsurance contracts for fire,
catastrophe, marine, engineering,
and liabilityinsurancepolicies.
Contract
Exclusions
Clause.
  • 138 -

VI Financial Information

6.1. Five-Year Financial Summary

6.1.1 Condensed Balance Sheet–Based on IFRS

A. Summary balance sheet

Unit: NT$thousands

Year
Item
Year
Item
Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) As of March
31,2021
(Note 2)
2020 2019 2018 2017 2016
Cash and cash equivalents 3,684,530 3,415,293 3,237,541 3,338,629 3,080,891 4,711,142
Receivables 665,460 612,947 675,614 710,462 631,102 1,432,050
Available-for-sale assets - - - - - -
Other Financial assets and
Loans(Note 3)
12,096,213 11,741,232 11,064,690 10,690,130 10,620,842 12,343,378
Reinsurance assets 1,919,371 1,919,723 1,888,798 2,127,414 2,223,841 2,015,629
Property,Plant and
Equipment
356,406 360,389 376,485 379,724 371,611 462,909
Right-of-use asset 45,751 34,132 - - - 42,815
Intangible assets 9,957 4,708 2,664 4,718 3,400 10,537
Other assets(Note 3) 802,948 798,491 732,689 720,543 717,928 826,632
Total assets 19,580,636 18,886,915 17,978,481 17,971,620 17,649,615 21,845,092
Payables 994,378 984,681 923,186 867,408 865,597 1,757,336
Liabilities directly related to
assets held for sales
- - - - - -
Other Financial liabilities - - - - - -
Lease Liabilities 71,498 66,645 - - - 67,025
Insurance liabilities and
Reserve for the Insurance
Contract with the Nature of
Financial Products
8,468,433 8,253,100 8,097,638 8,082,318 8,292,437 10,102,000
Provisions 82,378 84,127 84,848 83,571 79,318 81,286
Other liabilities(Note 3) 383,416 410,488 453,752 422,401 560,375 373,435
Total liabilities Before
distribution
10,000,103 9,799,041 9,559,424 9,455,698 9,797,727 12,381,082
After
distribution
10,398,524 10,161,242 9,885,405 9,854,119 10,123,708 (4)
Capital Stock 3,622,004 3,622,004 3,622,004 3,622,004 3,622,004 3,622,004
Capital surplus 98,962 98,962 98,962 98,962 98,962 98,962
Retained earnings Before
distribution
5,750,823 5,413,849 5,043,571 4,807,126 4,285,173 5,416,914
Before
distribution
5,352,402 5,051,648 4,717,590 4,408,705 3,959,192 (4)
Other equity 180,744
(46,941)
(345,480) (12,170) (154,251) 326,130
Total equity Before
distribution
9,580,533 9,087,874 8,419,057 8,515,922 7,851,888 9,464,010
Before
distribution
9,182,112 8,725,673 8,093,076 8,117,501 7,525,907 (4)

Note 1: The Company's financial information audited and certified by CPAs for the last five years.

Note 2: The Company's financial data in the current year as of March 31, 2021 have been audited by the CPA.

Note 3: (1) The financial assets and loans include financial assets at fair value through profit or loss, available-for-sale

financial assets, financial assets measured at cost, investment accounted for using equity method, other financial assets, financial assets measured at fair value through other comprehensive profits and losses, and real estate investment.

  • 139 -

  • (2) Other assets include deferred income tax assets and other assets.

  • (3) Other liabilities include income tax liabilities, deferred income tax liabilities, and other liabilities in the current period.

  • Note 4: The numbers after distribution above are based on the resolutions of the shareholders' meeting in the following year. The numbers for the period after March 31, 2021 are not filled because the 2022 shareholders' meeting is not yet convened.

Note : ﹝ - ﹞ in the table means ﹝ 0 ﹞ .

B. Condensed statement of comprehensive income

Unit: NT$thousands

Year
Item
Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) Financial for The Last Five Years (Note1) As of March
31,202
(Note 2)
2020 2019 2018 2017 2016
Operatingrevenue 5,396,686 5,200,892 4,942,674 5,058,168 4,568,938 1,739,788
Grossprofit 2,034,170 2,049,515 1,847,223 2,154,204 1,616,745 368,201
Operatingincome/loss 770,399 839,851 666,407 959,950 596,590 (46,479)
Non-operating income
and expenses
2,540 (6,199) 6,998
(24,408)
(2,463) (867)
Pretaxprofit 772,939 833,652 673,405 935,542 594,127 (47,346)
Continuing operations
Net income
687,595 703,129 560,299 851,701 490,130 (21,160)
Losses from discontinued
operations
- - - - - -
Net income 687,595 703,129 560,299 851,701 490,130 (21,160)
Other consolidated
income in current period
(Net income after tax)
167,265 297,722 (183,077) 138,314 80,603 303,058
Total comprehensive
income in the current
period
854,860 1,000,851 377,222 990,015 570,733 281,898
Earnings per Share (NTD) 1.90 1.94 1.55 2.35 1.35 (0.06)

Note 1: The Company's financial information audited and certified by CPAs for the last five years. Note 2: The CPA has audited the Company’s financial data in the current year as of March 31, 2021. Note 3: ﹝ - ﹞ in the table means ﹝ 0 ﹞ .

6.1.2 Auditors' Opinions from 2016 to 2020

Names of financial statement auditors in the last 5 years and audit opinions :

Year Accounting Firm CPA Audit opinion
2016 Deloitte & Touche Tax
ConsultingCo.,Ltd
Chen-Hsiu Yang, Shiuh-Ran Cheng Unqualified opinion
2017 Deloitte & Touche Tax
ConsultingCo.,Ltd
Wang-Sheng Lin, Chen-Hsiu Yang Unqualified opinion
2018 Deloitte & Touche Tax
ConsultingCo.,Ltd
Wang-Sheng Lin, Chen-Hsiu Yang Unqualified opinion
2019 Deloitte & Touche Tax
ConsultingCo.,Ltd
Wang-Sheng Lin, Wen-Yea Shyu Unqualified opinion
2020 Deloitte & Touche Tax
ConsultingCo.,Ltd
Wang-Sheng Lin, Wen-Yea Shyu Unqualified opinion
  • 140 -

6.1.3 Key Performance Indicators (KPIs)

Unit: %

Unit:% Unit:% Unit:% Unit:% Unit:%

analyzed
Year Item Most Recent 5-Year Financial Information
2020 2019 2018 2017 2016
Operating
performance
Retained
premiums
to
equity ratio
50.92 50.91 51.71 49.67 50.74
Gross premiums to equity
ratio
72.46 73.18 76.06 73.71 75.92
Profitability Retained combined ratio 91.43 90.51 91.73 91.16 92.84
Retained expense ratio 38.79 38.88 39.90 40.71 38.46
Retained endowment loss
ratio
52.64 51.63 51.83 50.45 54.38

1. Operating ability

  • (1) Retained premiums to equity ratio = retained premiums/equity.

  • (Retained written policy premiums = direct premium income + reinsurance premium income - reinsurance premium expenditures)

  • (2) Gross premiums to equity ratio = (direct premium income + reinsurance premium income)/equity.

2. Profitability

  • (1) Retained combined ratio = retained expense ratio + retained endowment loss ratio

  • (2) Retained expense ratio = retained expense/retained premiums

  • (Retained premiums = direct premium income + reinsurance premium income - reinsurance premium expenditures)

  • (Retained expenses = commission and undertaking fee expenditures + reinsurance commission expenditures - reinsurance commission income + business expenses + management expenses + real property depreciation bad debts and amortization)

  • (3) Retained endowment loss ratio = retained insurance claims/retained endowment premiums.

  • (Retained insurance claims = insurance claims and payment - recovery to reinsurance and payment + net variation in claim reserve)

  • (Retained endowment premiums = written policy premium income + reinsurance premium income - reinsurance premium expenditures - net variation in immature insurance premiums)

  • 141 -

6.2. Five-Year Financial Analysis

Financial Analysis

Financial Analysis Financial Analysis Financial Analysis Financial Analysis Financial Analysis
Year(Note 1)
Item(Note 4)
Financial Analysis for the Last Five Years As of March
31,2021
(Note2)
2020 2019 2018 2017 2016
FinancialRatio
(%)
Total liabilities to total
assets
51.07
51.88

53.17

52.61

55.51

56.68
Long-term capital to PP&E (Note 3)
(Note 3)

(Note 3)

(Note 3)

(Note 3)

(Note 3)
Ability to
payoff debt%
Current ratio (Note 3)
(Note 3)

(Note 3)

(Note 3)

(Note 3)

(Note 3)
Quick ratio (Note 3)
(Note 3)

(Note 3)

(Note 3)

(Note 3)

(Note 3)
Interestprotection -
-

-

-

-

-
Ability to
operate
A/R turnover(times) 11.82
10.99

9.56

9.60

8.98

3.59
A/R turnover days 31
33

38

38

41

102
Inventoryturnover(times) -
-

-

-

-

-
Account payable turnover
(times)
-
-

-

-

-

-
Days sales outstanding -
-

-

-

-

-
Fixed assets turnover
(times)
15.06
14.12

13.07

13.46

12.40

4.25
Total assets turnover
(times)
0.28
0.28

0.27

0.28

0.26

0.08
Earning
ability
Return on assets(%) 3.57
3.81

3.12

4.78

2.82

(0.10)
Return on equity (%) 7.37
8.03

6.62

10.41

6.30

(0.22)
PBT to pay-in capital (%)
(Note8)
21.34
23.02

18.59

25.83

16.40

(1.31)
Net margin(%) 12.74
13.52

11.34

16.84

10.73

(1.22)
EPS(NT$) 1.90
1.94

1.55

2.35

1.35

(0.06)
Cash flow Cash flow ratio (%) (Note 3) (Note 3) (Note 3) (Note 3) (Note 3) (Note 3)
Cash flow adequacy ratio
(%)
151.60
88.21

69.69

102.27

103.59

218.53
Cash reinvestment ratio (%)
(Note 3)
(Note 3) (Note 3) (Note 3) (Note 3) (Note 3)
Leverage Operating leverage 270.83
249.03

282.43

229.21

277.76

(821.70)
Financial leverage 100.00
100.00

100.00

100.00

100.00

100.00
1. Explanation to significance changes of 20% or higher in the last two years:
The increase in the allowable cash flow ratio is due to the increase in net cash inflow from operating activities in the last
five years compared to the previous period.

Note 1: The Company's financial information audited and certified by CPAs for the last five years. Note 2: The CPA has audited the Company’s financial data in the current year as of March 31, 2020. 。 Note 3: Not applicable

  • Note 4: The equations for the calculation of the above financial ratios (under IFRS) are shown below: (1) Financial structure

  • (A) Liabilities to assets ratio = total liabilities/total assets

  • (B) Long-term capital to real estate, plants, and equipment ratio = (total equity + non-current liabilities)/net value of real estate, plants, and equipment

  • (2) Ability to repay debts

  • (A) Current ratio = current assets/ current liabilities

  • (B) Quick ratio = (current assets – inventory – prepayments) / current liabilities

  • (C) Debt services coverage ratio = EBIT/interest expenses in current period

  • (3) Utility

  • (A) Receivables (including account receivables and note receivables deriving from business operation)

  • 142 -

turnover = net sales/the average receivable balance in each period (including account receivables and note receivables deriving from business operation)

  • (B) Average days for cash receipt = 365 days/receivable turnover rate

  • (C) Inventory turnover = cost of goods sold / average inventory

  • (D) Payables (including account payables and note payables deriving from business operations) turnover = cost of goods sold/ average payable balance in each period (including account payables and note payables deriving from business operation).

  • (E) Average days of sales = 365 days/ inventory turnover rate.

  • (F) Real estate, plants, and equipment turnover = net sales/net value of real estate, plants, and equipment.

  • (G) Total assets turnover = net sales/ average total assets.

  • (4) Profitability

  • (A) ROA = [Corporate earnings + interest expense x (1- tax rate)] / average total assets

  • (B) ROE = Corporate earnings /average total equity

  • (C) Net profit rate = Corporate earnings / net sales

  • (D) EPS = (Earnings attributable to the owners of parent – preferred stock dividend)/ weighted average quantity of outstanding shares

  • (5) Cash flow

  • (A) Cash flow ratio = net cash flow from operation / current liabilities

  • (B) Net cash flow adequacy ratio = net cash flow from operation in the last 5 years/ (capital expenditure + increase in inventory + cash dividend) in the last 5 years

  • (C) Cash reinvestment ratio = (net cash flow from operation – cash dividend) /gross real estate, plants, and equipment + long-term investment + other non-current assets + working capital)

  • (6) Leverage:

  • (A) Operation leverage = (net sales – cost of goods sold and expenses) /operating income

  • (B) Financial leverage = operating income / (operation income – interest expenses)

  • Note 5: Attention to the following items is advised in assessing the equation for the calculation of earnings per share:

  • (1) Based on the weighted average quantity of outstanding common shares in current year.

  • (2) For new share issue through capitalization of retained earnings and capital surplus, adjustment in proportion of the amount of capital raised shall be made in the calculation of the annual or semi-annual earnings per share of the previous year.

  • Note 6: ﹝ - ﹞ in the table means ﹝ 0 ﹞ .

  • 143 -

6.3. Audit Committee's Audit Report for the most recent fiscal year

Audit Committee's Audit Report

The Board of Directors has prepared the 2020 Business Report, Financial Statements and the Earnings Distribution Proposal in accordance with Article 228 of the Company Act. The Financial Statements have been audited by CPAs Wangsheng, Lin and Wen-Yea Shyu of Deloitte & Touche who have submitted an Audit Report. The preceding Business Report, Financial Statements and the Earnings Distribution Proposal have been reviewed by the Audit Committee who found no inconsistencies. In accordance with Article 219 of the Company Act and Article 14-4 of the Securities and Exchange Act, this report is submitted for shareholder's examination.

To:

2021 Annual General Shareholders’ Meeting of Taiwan Fire & Marine Insurance Co., Ltd.

Audit Committee

Convener: Cheng Ching Huang

April 29, 2021

  • 144 -

6.4. Financial statements of the most recent year

ICPA’s Report

To Taiwan Fire & Marine Insurance Co., Ltd.:

Audit Opinions

We, as the CPAs, have completed the review of the balance sheets dated December 31 of 2020 and 2019 and the consolidated comprehensive income statement, consolidated statement of changes in equity, consolidated statement of cash flows, and consolidated financial statement from January 1 to December 31 of 2020 and 2019, including summaries of major accounting policies of Taiwan Fire & Marine Insurance Co., Ltd.

As CPAs, we believe that the above-mentioned financial statements, in all major respects, were prepared in compliance with the Regulations Governing the Preparation of Financial Reports by Insurance Enterprises and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), and International Financial Reporting Standards Interpretations Committee’s Interpretations (IFRSIC) and Standing Interpretation Committee’s Interpretative Announcement (SIC) approved and released to take effect by the Financial Supervisory Commission and hence are sufficient to show the financial standing of Taiwan Fire & Marine Insurance Co., Ltd. , its financial performance between December 31, of 2020 and 2019, and its financial performance and cash flows between January 1 and December 31 of 2020 and 2019.

Bases for the Audit Opinions

We followed the Rules Governing the Audit of Financial Statements by Certified Public Accountants and generally accepted auditing rules while performing the audit. The responsibilities of the CPAs under the said standards will be explained further in the section about responsibilities in auditing the consolidated financial statement. Independently governed staff in the accounting firm that the CPAs belong to have followed moral regulations pursuant to professional CPA standards and have remained independent of Taiwan Fire & Marine Insurance Co., Ltd. and fulfilled other responsibilities under said regulations. We believe that sufficient and

  • 145 -

adequate evidence has been obtained for the audit to serve as the basis for expressing the audit opinions.

Key Matters Being Audited

Key matters being audited refer to the most important matters based on the professional judgment of the CPAs to be included in the audit of the consolidated financial statement of 2020 of Taiwan Fire & Marine Insurance Co., Ltd. Such matters were addressed throughout the audit of the consolidated financial statement and during the formation of audit opinions. The CPAs do not express separate opinions regarding these matters.

Key matters being audited of the 2020 consolidated financial statement of Taiwan Fire & Marine Insurance Co., Ltd. are specified as follows:

Claim reserves

Descriptions for the Key Matters Being Audited

By nature, the claim reserves can be divided as reported but not paid or reported. The former is calculated by claim personnel based on the actual relevant information by insurance categories for each case; the latter is estimated in the manners meeting the actuarial principles by the actuarial personnel based on past claim experience and expenses by insurance categories. The key assumption is the development trend of the actual losses from claims in each accident year, and such trend is established by referring the actual experience of Taiwan Fire & Marine Insurance Co., Ltd.

Considering that the management's calculation of the claim reserves involves estimates, judgment, actuarial method and important hypotheses, any update on related information, deviation from important estimation and judgment, adoption of actuarial method or changes of important hypotheses will be critical to the calculation result of claim reserves. Therefore, it was included into the key audit matters (KAMs).

For the related accounting policies, accounting estimation and estimation uncertainties about the claim reserves, and related disclosure information, please refer to Note 4(12), 4(14), 5, 18, 26, 27 and 28(1) of the Financial Statements. Responding Audit Procedures

  1. To understand the related internal control established by the management for the estimated claim reserves, and test the status of the compliance with the internal control.

  2. The actuarial experts of the firm have assisted in the assessment of the reasonableness of the applied actuarial methods and key assumptions. The major procedure is as follows:

  3. (1) The actuarial experts of the firm obtained the information from each accident year developed until December 31, 2020 (e.g. the policies with claims and the amounts of

  4. 146 -

claims each year), and regenerated the development trend of losses and key assumptions using actuarial methods, in order to assess whether the development trend of losses and key assumptions applied by Taiwan Fire & Marine Insurance Co., Ltd. are reasonable.

  • (2) Based on the regenerated development trend of losses and key assumptions, the actuarial experts of the firm has estimated the final insurance claims as of December 31, 2020, while considering the paid claims by Taiwan Fire & Marine Insurance Co., Ltd. as of December 31, 2020, to assess the reasonableness of the claim reserves.

  • Take the samples from reported unpaid claims as the information about claim estimate, and check whether the reported unpaid claim reserves estimated in the samples were estimated based on said information about claim estimate.

Responsibilities of Management and Governance Unit in Consolidated Financial Statement

Management is responsible for preparing an adequately expressed consolidated financial statement in accordance with the Regulations Governing the Preparation of Financial Reports by Insurance Enterprises and international financial reporting standards, international accounting standards, interpretations, and interpretation announcements approved and released to take effect by the Financial Supervisory Commission and maintaining the necessary internal controls relevant to the compilation of the consolidated financial statement in order to ensure that no significant untruthful expressions exist in the consolidated financial statement due fraud or error.

While preparing the consolidated financial statement, the management is responsible for evaluating the ability of Taiwan Fire & Marine Insurance Co., Ltd. to continue with the operation and disclosing related matters and adopting the accounting basis for continued operation, among others. Unless the management intends to liquidate Taiwan Fire & Marine Insurance Co., Ltd. or discontinue operation or there are no other actually feasible solutions than liquidation or discontinued operation.

The governance unit (including the Audit Committee) of Taiwan Fire & Marine Insurance Co., Ltd. is responsible for supervising the financial reporting process.

CPAs Responsibilities in Auditing Consolidated Financial Statements

We audit the consolidated financial statement in order to be reasonably convinced as to whether the consolidated financial statement as a whole contains major untruthful expressions due to frauds or errors and to issue the audit report. Reasonably convinced is highly convinced. There is no guarantee, however, that existence of significant untruthful expressions in the consolidated financial statement will be detected according to generally accepted auditing standards. Untruthful expressions might have been caused by fraud or errors. If individual values

  • 147 -

or an overview of untruthful expressions can be reasonably expected to affect economic decisions made by users of the consolidated financial statement, they are considered significant.

We apply our professional judgment and keep our professional doubts while performing the audit according to generally accepted auditing standards. The CPAs also perform the following tasks:

  1. Identify and evaluate the risk of significant untruthful expressions in the consolidated financial statement due to frauds or errors, design and enforce appropriate responsive policies for determined risks; and collect sufficient and adequate evidence from the audit in order to render audit opinions. Because fraud may involve collusion, forging, intentional omission, untruthful statement, or non-compliance with internal control, the risk associated with undetected significant untruthful expressions caused by fraud is higher than that those caused by errors.

  2. Obtain a necessary understanding of internal control concerning the audit in order to design appropriate audit procedures reflective of then-current situation. The purpose, however, is not to effectively express opinions on the internal control of Taiwan Fire & Marine Insurance Co., Ltd.

  3. Evaluate the adequacy of accounting policies adopted by the management and the legitimacy of accounting estimates and related disclosures made.

  4. Reach a conclusion with regard to the adequacy of the accounting basis adopted to continue with operations used by management and whether significant uncertainties of events or conditions that might result in significant concerns about the ability of Taiwan Fire & Marine Insurance Co., Ltd. to continue with existing operations or that are not in accordance with the evidence obtained from the audit. In the event that it is determined that significant uncertainties exist with such events or conditions, on the other hand, the CPAs must remind users of the consolidated financial statement in their audit report that they should pay attention to related disclosures included in the statement or modify their audit opinions if such disclosures are inappropriate. Conclusions made by the CPAs are based on the evidence from the audit obtained as of the date of the audit report. Future events or conditions, however, are likely to result in the Taiwan Fire & Marine Insurance Co., Ltd. no longer capable of continuing with operation.

  5. Evaluate the overall expression, structure, and contents of the consolidated financial statement (including related notes) and whether or not the consolidated financial statement has fairly expressed related transactions and events.

  6. 148 -

Communications made by the CPAs with governance units include the planned scope and timing of the audit and significant audit findings (including significant deficiencies found with internal controls during the audit).

The CPAs have also provided the governance units with the declaration on independence that independently governed staff in the accounting firm that the CPAs belong to have followed moral regulations in honor of the profession of CPA and have communicated with the governance units all relationships and other matters considered to be likely to undermine the independence of CPAs (including related safeguard measures).

The CPAs, from the matters communicated with the governance unit, decided key matters to be included in the 2020 consolidated financial statement audit of Taiwan Fire & Marine Insurance Co., Ltd. The CPAs specifies such matters in the audit report unless it is disallowed by law to disclose to the public specific matters or under rare circumstances, the CPAs decide not to communicate specific matters in the audit report as it can be reasonably expected that negative impacts from such communication would be greater than the public interest that will be enhanced.

Deloitte & Touche

CPA: Wang-Sheng Lin

CPA: Wen-Ya Hsu

Financial Supervisory Commission Approval No. Jin-Guan-Zheng-Shen-Zi No. 1060023872

Securities and Futures Commission Approval No. Tai-Cai-Zheng-Liu-Zi No. 0920123784

March 26, 2021

  • 149 -

Taiwan Fire & Marine Insurance Co., Ltd. BALANCE SHEET

December 31, 2020 and 2019

Unit: NT$ Thousand

Code
11000


12100
12210
12500
12000

14110
14150
14180
14190
14200
14000

15100
15200
15300
15000
16000

16700

17100

17800


18300
18700
18000
1XXXX

Code

21200
21400
21500
21600
21000
21700

23800


24100
24200
24400
24500
24000
27000

28000


25300
25900
25000
2XXXX

31100
32100
32200
32000
33100
33200
33300
33000
34000
3XXXX
ASSETS
CASH AND CASH EQUIVALENTS (Note 4, 6 and 25)
RECEIVABLES (Note 4 and 7)
Notes receivable
Premiums receivable
Other receivables
Total receivables
INVESTMENTS
Financial assets at fair value through profit or loss (Note 4, 8 and 24)
Investment under equity method (Note 4 and 11)
Other financial assets - net (Note 12)
Financial assets at fair value through other comprehensive income (Note 4, 9, 10 and
24)
Investment Properties (Note 4 and 13)
Total investments
Reinsurance contract asset (Note 4, 18, 26 and 27)
Claim recoverable from reinsurers - net
Due from reinsurers and ceding companies
Reinsurance reserve asset - net
Total reinsurance contract asset
PROPERTY AND EQUIPMENT (Note 4 and 14)
RIGHT-OF-USE ASSETS (Note 4, 15 and 25)
INTANGIBLE ASSETS (Note 4)
DEFERRED INCOME TAX ASSETS (Note 4 and 21)
OTHER ASSETS
Refundable deposits (Note 16)
Other assets - others
Total other assets
TOTAL
LIABILITIES AND EQUITY
PAYABLES
Claims payable
Commissions payable
Due to reinsurers and ceding companies
Other payable
Total payables
TAX LIABILITIES FOR THE PERIOD (Note 4 and 21)
LEASE LIABILITIES (Note 4 and 15)
INSURANCE LIABILITY (Note 4, 18, 26, 27 and 28)
Unearned premium reserves
Claim reserves
Special reserves
Premium deficiency reserves
Total insurance liabilities
RESERVE FOR LIABILITIES (Note 4 and 17)
DEFERRED INCOME TAX LIABILITIES (Note 4 and 21)
OTHER LIABILITIES
Guarantee deposit received (Note 25)
Other liabilities - others
Total other liabilities
Total liabilities
EQUITY (Note 4 and 19)
Common stock
Capital surplus
Issuance of common shares in excess of par
Treasury stock transactions
Total capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Other equity
Total equity
TOTAL
December 31,2020
Amount
%
$ 3,684,530

19
96,108
1
485,363
2
83,989

-
665,460

3
1,938,689
10
242,485
1
2,969,507
15
4,658,775
24
2,286,757

12
12,096,213

62
21,081
-
171,016
1
1,727,274

9
1,919,371

10
356,406

2
45,751

-
9,957

-
36,700

-
727,917
4
38,331

-
766,248

4
$ 19,580,636
100
$ -
-
139,163
1
368,995
2
486,220

2
994,378

5
38,823

-
71,498

-
3,447,801
17
2,894,345
15
2,118,699
11
7,588

-
8,468,433

43
82,378

1
266,669

1
34,899
-
43,025

1
77,924

1
10,000,103

51
3,622,004

18
1,915
-
97,047

1
98,962

1
2,381,521
12
2,571,709
13
797,593

4
5,750,823

29
108,744

1
9,580,533

49
$ 19,580,636
100
December 31,2019 December 31,2019
Amount
$ 3,684,530

96,108
485,363
83,989

665,460

1,938,689
242,485
2,969,507
4,658,775
2,286,757

12,096,213

21,081
171,016
1,727,274

1,919,371

356,406

45,751

9,957

36,700

727,917
38,331

766,248

$ 19,580,636

$ -
139,163
368,995
486,220

994,378

38,823

71,498

3,447,801
2,894,345
2,118,699
7,588

8,468,433

82,378

266,669

34,899
43,025

77,924

10,000,103

3,622,004

1,915
97,047

98,962

2,381,521
2,571,709
797,593

5,750,823

108,744

9,580,533

$ 19,580,636
Amount
$ 3,415,293

120,617
399,756
92,574

612,947

1,765,352
217,939
2,954,550
4,389,413
2,413,978

11,741,232

32,614
103,073
1,784,036

1,919,723

360,389

34,132

4,708

29,322

730,845
38,324

769,169

$ 18,886,915

$ 4,404
126,025
390,432
463,820

984,681

64,964

66,645

3,215,885
2,888,112
2,141,949
7,154

8,253,100

84,127

274,092

35,262
36,170

71,432

9,799,041

3,622,004

1,915
97,047

98,962

2,242,269
2,415,551
756,029

5,413,849


46,941
)

9,087,874

$ 18,886,915
%
































































(


18
1
2

1

4
9
1
16
23

13

62
-
1

9

10

2

-

-

-
4

-

4
100
-
1
2

2

5

-

-
17
15
12

-

44

1

2
-

-

-

52

19
-

-

-
12
13

4

29

-

48
100

Subsequent notes are incorporated as part of this individual financial statement.

Chairman: Steve Lee

President: Chao-Feng Chen

Chief Accountant: Pi-Chen Wang

  • 150 -

Taiwan Fire & Marine Insurance Co., Ltd.

Statement of Comprehensive Income

From January 1 to December 31 of 2020 and 2019

Unit: NT$ Thousand, but EPS is NT$

Code
OPERATING REVENUES
Retained earned premium
41110
Direct insurance premium
income (Note 4, 25 and 26)
41120
Reinsurance premium income
(Note 4)
41100
Premium revenues
51100
Less: Reinsurance premium
outward (Note 4)
51310
Less: Net change in unearned
premium reserves (Note 4,
18 and 26)
41130
Total retained earned
premium
41300
Reinsurance commission earned (Note
26)
41400
Handing fee earned (Note 26)
Net gains on investments
41510
Interest income
41521
Gain on financial assets and
liabilities at fair value
through profit or loss (Note
20)
41527
Realized gain and losses on
financial assets at fair value
through other comprehensive
income (Note 20)
41540
Share of loss on associates and
joint ventures recognized
using equity method (Note
11)
41550
Exchange loss - investment
(Note 20)
41570
Gain (loss) on investment
properties (Note 4, 20 and
25)
41585
Impairment loss on investment
assets (Note 4 and 20)
41800
Other operating revenues

41000
Total operating revenues
2020 %
121


8

129
38

4

87
4
1
2
1
3
1
(
1 )
2
-


-

100
2019 %
120

8
128
39

3
86
5

1
2
1

2
1


-
2

-

-

100
%
(%)
Amount
$ 6,512,206

430,313

6,942,519

2,063,764
181,242

4,697,513
210,974
60,981
119,700
64,460
143,279
25,596

35,052 )
108,855
378
2

5,396,686
Amount
$ 6,226,661

423,433

6,650,094

2,023,010
149,856

4,477,228
238,569
56,785
119,763
65,772
120,057
41,438

25,856 )
107,150

335 )
321

5,200,892



(




(
(

5
2
4
2
21
5
(
12 )
7
-
(
2 )
19
(
38 )
36
2
213
(
99 )
4

(To be continued)

  • 151 -

(Continued)

Code
OPERATING COSTS
Retained claims
51200
Claims incurred (Note 4, 25 and
26)
41200
Less: Claims recovered from
reinsurers
51260
Total retained claims

Movement of insurance liability (Note
4, 18 and 26)
51320
Net change in claims reserves
51340
Net change in special reserves

51350
Net change in premium
deficiency reserves
51300
Total net change in
insurance liability
51500
Commission expenses (Note 25)
51800
Other operating cost

51000
Total operating costs

OPERATING EXPENSES (Note 4, 17, 20
and 25)
58100
Service Expenses
58200
Administrative Expenses
58300
Employee training expenses
58400
Impairment loss and reversal gain on
expected credit - non- investment
58000
Total operating expenses

61000
OPERATING INCOME
59000
NON-OPERATING INCOME AND
EXPENSES
62000
PROFIT BEFORE INCOME TAX FROM
CONTINUING OPERATION
63000
INCOME TAX (Note 4 and 21)

66000
NET PROFIT FOR THE PERIOD

OTHER COMPREHENSIVE INCOME
Items that will not be reclassified
subsequently to profit or loss
83110
Remeasurement of defined
benefit plans
83180
Less: Income tax relating to
items that will not be
reclassified subsequently to
profit or loss
2020 %
58


15


43

2


-


-


2

16

1


62

16
8
-

-


24

14

-

14

1


13

-

-
2019 %
57

11

46
(
1 )
(
1 )

-
(
2
)
16

1

61
16
8
-
(
1
)

23
16


-
16


3


13


-

-
%
(%)
Amount
$ 3,128,035
773,116

2,354,919

117,642

23,250 )
434

94,826

860,444
52,327

3,362,516

860,052
390,829
3,922
8,968

1,263,771

770,399
2,540

772,939
85,344

687,595

1,214
243
Amount
$ 2,942,583
580,246

2,362,337


50,926 )

46,276 )

1,506
)

98,708
)
845,748
42,000

3,151,377

849,133
388,172
3,596

31,237
)
1,209,664

839,851

6,199
)
833,652
130,523

703,129


4,061 )

812 )



(











(
(
(
(


(

(


(
(
6
33
-

331
(
50 )
129

196
2
25
7
1
1
9

129
4
(
8 )
141
(
7 )
(
35 )
(
2 )
130
130

(To be continued)

  • 152 -

(Continued)

Code
83190
Equity instruments valuation
profit or loss measured at fair
value through other
comprehensive income
Items that may be reclassified
subsequently to profit or loss
83290
Debt instrument profit or loss
measured at fair value
through other comprehensive
income
83000
Other comprehensive income,
net of income tax
85000
TOTAL COMPREHENSIVE INCOME IN
THE PERIOD
EARNINGS PER SHARE (Note 22)
97500
Basic EPS

98500
Diluted EPS
2020 %
2


1


3


16


2019 %
5


1

6


19
%
(%)
Amount
$ 131,256
35,038

167,265

$ 854,860

$ 1.90
$ 1.89
Amount
$ 279,688
21,283

297,722

$ 1,000,851

$ 1.94
$ 1.93










(
53 )
65
(
44 )
(
15 )

Subsequent notes are incorporated as part of this individual financial statement.

Chairman: Steve Lee

President: Chao-Feng Chen Chief Accountant: Pi-Chen Wang

  • 153 -

Taiwan Fire & Marine Insurance Co., Ltd.

STATEMENTS OF CHANGES IN EQUITY

From January 1 to December 31 of 2020 and 2019

Unit: NT$ Thousand

Code
A1
Balance at January 1, 2019
A3
Impact from retrospective application and restatement
A5
Balance after restatement on January 1, 2019
Appropriation of 2018 earnings
B1
Appropriation of Legal reserve
B3
Appropriation of special reserves
B5
Cash dividends distributed by the Company
B3
Appropriation of special reserves
D1
Net profit for 2019
D3
Other comprehensive loss for 2019
D5
Total Comprehensive Income for 2019
Q1
Disposal of equity instruments measured at fair value through
other comprehensive gains and losses/Disposal of equity
instruments measured at fair value through other comprehensive
gains and losses by associates
Z1
Balance at December 31, 2019
Appropriation of 2019 earnings
B1
Appropriation of Legal reserve
B5
Cash dividends distributed by the Company
B3
Appropriation of special reserves
D1
Net profit for 2020
D3
Other comprehensive loss for 2020
D5
Total Comprehensive Income for 2020
Q1
Disposal of equity instruments measured at fair value through
other comprehensive gains and losses/Disposal of equity
instruments measured at fair value through other comprehensive
gains and losses by associates
Z1
Balance at December 31, 2020
Capital
$ 3,622,004
-
3,622,004
-
-
-
-
-
-
-
-
3,622,004
-
-
-
-
-
-
-
$ 3,622,004
Capital surplus
$ 98,962
-
98,962
-
-
-
-
-
-
-
-
98,962
-
-
-
-
-
-
-
$ 98,962
Retained earnings Retained earnings
Unappropriated earnings
$ 698,233
(
6,053
)
692,180
(
112,060 )
(
2,801 )
(
325,981 )
(
197,621 )
703,129
(
3,249
)

699,880

2,432
756,029
(
139,252 )
(
362,201 )
(
156,158 )
687,595

971

688,566

10,609
$ 797,593
Other Equity (Note 19)

Unrealized Gain and
Losses on Financial
Assets at Fair Value
Through Other
Comprehensive Income
( $ 345,480 )

-
(
345,480 )
-
-
-
-
-

300,971

300,971
(
2,432
)
(
46,941 )
-
-
-
-

166,294

166,294
(
10,609
)
$ 108,744
Stockholders’ Equity Stockholders’ Equity
Legal reserve
$ 2,130,209
-
2,130,209
112,060
-
-
-
-
-
-
-
2,242,269
139,252
-
-
-
-
-
-
$ 2,381,521
Special reserve

$ 2,215,129
-
2,215,129
-
2,801
-
197,621
-
-
-
-
2,415,551
-
-
156,158
-
-
-
-
$ 2,571,709

































(
(
(
(
(
(


(
(
(



(

(


(
(


(

(
(



(



$ 8,419,057

6,053
)
8,413,004
-
-

325,981 )
-
703,129
297,722
1,000,851
-
9,087,874
-

362,201 )
-
687,595
167,265
854,860
-
$ 9,580,533

Subsequent notes are incorporated as part of this individual financial statement.

Chairman: Steve Lee

President: Chao-Feng Chen

Chief Accountant: Pi-Chen Wang

  • 154 -

Taiwan Fire & Marine Insurance Co., Ltd.

STATEMENTS OF CASH FLOWS

From January 1 to December 31 of 2020 and 2019

Unit: NT$ Thousand

Code
CASH FLOWS FROM OPERATING
ACTIVITIES
A00010
Net Income before income tax from
continuing operation
A20010
Income Charges (Credits)
A20100
Depreciation expense
A20200
Amortization expenses
A21300
Dividends income

A20400
Net (gain) loss on financial assets and
liabilities at fair value through
profit or loss
A20450
Net gain on financial assets and
liabilities at fair value through
other comprehensive income
A20900
Interest expense
A21200
Interest income

A21400
Net changes in insurance liabilities
A21830
Impairment loss (reversal gain) on
expected credit - investment
A21850
Impairment loss (reversal gain) on
expected credit - non- investment
A22300
Share of gain on associates and joint
ventures recognized using equity
method
A22500
Loss from disposal and scrapping of
property and equipment
A22700
Gain on disposal of investment
properties
A23800
Impairment reversed benefits of
reinsurance financial assets
A24100
Unrealized loss on foreign currency
exchange
A29900
Lease Modification Gains

A50000
Changes in Operating Assets and Liabilities
A51110
Notes receivable decrease
A51120
Decrease (increase) premiums
receivable
A51130
(Increase) decrease in other receivable
A51140
Decrease (increase) in financial assets
at fair value through profit or loss
A51141
Increase of financial assets at fair
value through other comprehensive
income
2020
2019
$ 772,939
$ 833,652
58,854
61,177
3,226
2,438
(
149,480 )
(
131,834 )
(
54,205 )
(
53,995 )
(
4,054 )
-
1,661
2,020
(
119,700 )
(
119,763 )
276,068
51,148
(
378 )
335
8,968
(
31,237 )
(
25,596 )
(
41,438 )
157
-
(
32,206 )
-
(
3,973 )
(
246 )
31,331
24,493
(
32 )
(
2 )

24,929
27,551
(
87,304 )
74,829

5,985
(
19,666 )
(
119,132 )
535,117
(
136,205 )
(
749,639 )

(To be continued)

  • 155 -

(Continued)

Code
A51160
Increase in other financial assets

A51170
Decrease (increase) in reinsurance
contract asset
A51990
Increase in other assets

A52120
Increase (decrease) in claims payable
A52140
Increase (decrease) in commissions
payable
A52150
Increase (decrease) in due to
reinsurers and ceding companies
A52160
Increase in Other Payables
A52200
Decrease in employees’ benefit
liability
A52990
Increase in other liabilities

A33000
Cash inflow from operations
A33100
Interest received
A33200
Dividends received
A33500
Income tax paid

AAAA
Net cash inflow from operating
activities
CASH FLOWS FROM INVESTING
ACTIVITIES
B02700
Payments for property and equipment

B03800
Decrease in refundable deposits
B04500
Payments for intangible assets

B05400
Payments for investment properties

B05500
Proceeds from disposal of investment
properties
B09900
Decrease in advance receipts

BBBB
Net cash inflow (outflow) from
investing activities
CASH FLOWS FROM FINANCING
ACTIVITIES
C03100
Decrease in guarantee deposits received

C04020
Repayment of the principal of the lease
liabilities
C04500
Distribute cash dividends

CCCC
Net cash outflow used in financing
activities
EEEE
CURRENT INCREASE IN CASH AND CASH
EQUIVALENTS FOR THE PERIOD
E00100 CASH AND CASH EQUIVALENTS AT THE
BEGINNING OF THE PERIOD
E00200 CASH AND CASH EQUIVALENTS AT THE
END OF THE PERIOD
2020
$ 12,157 )
(

61,118 )

7 )
(

4,404 )
13,156
(

21,437 )
22,400

535 )
(
6,855

394,606
116,338
150,530
126,529
)
(
534,945


10,723 )
(
9,327

8,475 )
(

424 )
(
140,339
-
(
130,044
(

363 )
(

33,188 )
(
362,201
)
(
395,752
)
(
269,237
3,415,293

$ 3,684,530
2019
(
(
(
(
(
(

(

(
(
(


(
(
(
(

$ 130,620 )
92,559

9,575 )
4,202

1,674 )
5,856
53,377

4,782 )
2,521
476,804
109,305
132,982
134,307
)
584,784

8,728 )
8,595

4,482 )

1,353 )
-
36,477
)
42,445
)

3,746 )

34,860 )
325,981
)
364,587
)
177,752
3,237,541
$ 3,415,293

Subsequent notes are incorporated as part of this individual financial statement.

Chairman: Steve Lee

Chief Accountant: Pi-Chen Wang

President: Chao-Feng Chen

  • 156 -

Taiwan Fire & Marine Insurance Co., Ltd.

Notes to Financial Statement

From January 1 to December 31 of 2020 and 2019

(Expressed in Thousand New Taiwan Dollars unless specified otherwise)

I. Company profile

Taiwan Fire & Marine Insurance Co., Ltd. (“Company”) was established in March 1948 as a non-life insurer. The products offered by the Company include aviation insurance, fire insurance, marine insurance, casualty insurance, automobile insurance, as well as the reinsurances for the abovementioned insurances. The headquarters is located in Taipei, with 10 branches and dozens of service centers throughout Taiwan. At the establishment, the paid-up capital was 10 million Old Taiwanese Dollars. Through several capital increases, as of December 31, 2020, the paid-up capital is NT$ 3,622,004 thousand.

The shares of the Company were approved for the public listing by Securities and Futures Commission, Ministry of Finance on June 11, 1997, and on September 30 of the year started the trading.

The financial statements are presented in NT$, the functional currency of the Company.

II. Date and Procedure for Authorization of Financial Statements

The financial statements were approved by the Board of Directors on March 26, 2021.

III. Applicability of newly promulgated and amended standard rules and interpretations

  • (I) The amended Regulations Governing the Preparation of Financial Reports by Insurance Enterprises, as well as International Financial Reporting Standards (“IFRS”), International Accounting Standards (“IAS”), International Financial Reporting Interpretations Committee (“IFRIC”) and Standing Interpretations Committee (“SIC”) Interpretations (collectively “IFRSs”) approved and issued to be effective by the Financial Supervisory Commission, MOF are first time applied.

  • The applications of the amended Regulations Governing the Preparation of

  • Financial Reports by Insurance Enterprises and IFRSs approved and issued to be effective by FSC will not cause any material changes to the accounting policies of the Company.

  • 157 -

  • (II) IFRSs recognized by the Financial Supervisory Commission (hereinafter referred to

as the “FSC”) applicable in 2021

as the “FSC”) applicable in 2021
Newly Issued/ Amended/ Revised Standards and
Interpretations
Amendments to IFRS 4, “Deferral of Effective Date
of IFRS 9”
“Interest Rate Benchmark Reform - Phase 2”,
amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4
and IFRS 16
The effective date
promulgated byIASB
Effective from the date of
promulgation
Effective during the annual
reporting period as of
January 1, 2021.
  • (III) IFRSs issued by IASB but not yet approved and issued to be effective by FSC
I) IFRSs issued by IASB but not yet approved and issued to be effective by FSC
Newly Issued/ Amended/ Revised Standards and
Interpretations
“Annual Improvement for the Period of 2018-2020”
Amendments to IFRS 3, “The changes in Reference
to the Conceptual Framework”
“Sale or Contribution of Assets between an Investor
and its Associate or Joint Venture”, amendments to
IFRS 10 and IAS 28.
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17
Amendments to IAS 1, “Classification of Liabilities
as Current or Non-Current”
Amendments to IAS 16, “Property, Plant and
Equipment: Proceeds before Intended Use”
Amendments to IAS 37, “Onerous Contracts - Cost
of Fulfilling a Contract”
Amendments to IAS 1, “Disclosure of Accounting
Polices”
Amendments to IAS 8, “Definition of Accounting
Estimates”
The effective date
promulgated by IASB
(Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2022 (Note 4)
January 1, 2022 (Note 5)
January 1, 2023 (Note 6)
January 1, 2023 (Note 7)

Note 1: Unless otherwise expressly remarked, the aforementioned newly promulgated/Amendment/Amended Rules or Interpretation come into effect in the reporting year starting from the specified effective dates.

  • Note 2: The amendments to IFRS 9 are applicable to the exchanges of financial liabilities or amendments to terms and conditions incurring during the annual reporting period as of January 1, 2022. The amendments to IAS 41 “Agriculture” are applicable to the measurement of fair value during the annual reporting period as of January 1, 2022. The amendments to IFRS 1

  • 158 -

“First-time Adoption of International Financial Reporting Standards (IFRSs)” are applicable retroactively during the annual reporting period as of January 1, 2022.

  • Note 3: The amendments are applicable to the merges of enterprises whose annual reporting periods commence as of January 1, 2022.

  • Note 4: The amendments are applicable to the plant, property and equipment bringing an asset into the location and condition necessary for it to be capable of operating in the manner intended by the management as of January 1, 2021.

  • Note 5: The amendments are applicable to the contracts which have not yet fulfilled all obligations therein by January 1, 2022.

  • Note 6: The annual reporting period beginning after January 1, 2023 is prospectively applicable to this amendment.

  • Note 7: The changes in accounting estimates and accounting policies arising during the annual period beginning after January 1, 2023 are retrospectively applicable to this amendment.

IFRS 17 “Insurance Contracts” and related amendments

IFRS 17 regulates the accounting treatments for insurance contracts, and will replace IFRS 4 “Insurance Contracts.” The major regulations of IFRS 17 and related amendments include the followings:

Level of aggregation of insurance contracts

The Company shall identify portfolios of insurance contracts. A portfolio comprises contracts subject to similar risks and managed together. Contracts within a certain product line would be expected to have similar risks and hence would be expected to be in the same portfolio if they are managed together. The Company shall at least divide the issued insurance portfolios as:

  1. A group of contracts that are onerous at initial recognition, if any;

  2. A group of contracts that at initial recognition have no significant possibility of becoming onerous subsequently, if any; and

  3. A group of the remaining contracts in the portfolio, if any.

The Company shall only divide groups into those including only contracts issued within a year, and shall apply the rules of recognitions and measurements of IFRS 17 to these contracts decided to be issued.

  • 159 -

Recognition

The Company shall recognize a group of insurance contracts it issues from the earliest of the following:

  1. The beginning of the coverage period of the group of contracts;

  2. The date when the first payment from a policyholder in the group becomes due; and

  3. For a group of onerous contracts, when the group becomes onerous.

Measurement of the initial recognitions

On initial recognition, the Company shall measure a group of insurance contracts at the total of the fulfillment cash flows, and the contractual service margin. The fulfillment cash flows comprise estimates of future cash flows, an adjustment to reflect the time value of money and the financial risks related to the future cash flows, and a risk adjustment for non-financial risk. The contractual service margin represents the unearned profit the entity will recognize as it provides services in the future. The Company shall measure the contractual service margin on initial recognition of a group of insurance contracts at an amount that, unless on the group of insurance contracts that are onerous contracts, results in no income or expenses arising from: (1) the initial recognition of an amount for the fulfillment cash flows; (2) all cash flows from the contracts in the group on the same day; (3) the derecognition at the date of initial recognition of the following items: (a) any assets for insurance acquisition cash flows; and (b) any other assets or liabilities previously recognized for the cash flows related to the group of contracts.

Subsequent measuring

The Company shall report the carrying amount of a group of insurance contracts at the end of each reporting period as the sum of the liability for remaining coverage and the liability for incurred claims, comprising the fulfillment cash flows related to past service allocated to the group at that date. The liability for remaining coverage comprises the fulfillment cash flows related to future service and the contractual service margin; the liability for incurred claims, comprising the fulfillment cash flows related to past service. If a group of insurance contracts becomes onerous (or increasingly onerous) when subsequently measured, the losses shall be recognized immediately.

  • 160 -

Onerous contract

An insurance contract is onerous at the date of initial recognition if the fulfillment cash flows allocated to the contract, any previously recognized acquisition cash flows and any cash flows arising from the contract at the date of initial recognition in total are a net cash outflow. The Company shall recognize a loss in profit or loss for the net outflow for the group of onerous contracts immediately, resulting in carrying amount of the liability for the group being equal to the fulfillment cash flows and the contractual service margin of the group being zero. Before reversing the recognized amount of loss, no contractual service margin occurs, and no income from insurance contracts is recognized.

Premium Allocation Approach

The Company may simplify the measurement of a group of insurance contracts using the premium allocation approach if, and only if, at the inception of the group, alternatively:

  1. The Company reasonably expects that such simplification would produce a measurement of the liability measured for remaining coverage for the group that would not differ materially from the one that would be produced; or

  2. The coverage period of each contract in the group is one year or less.

The criterion in said (1) paragraph is not met if at the inception of the group an entity expects significant variability in the fulfillment cash flows that would affect the measurement of the liability for remaining coverage during the period before a claim is incurred.

Using the premium allocation approach, the liability for remaining coverage on initial recognition:

  1. Is the premium received at initial recognition;

  2. Minus any insurance acquisition cash flows on the same day; and

  3. Plus or minus the derecognition at the date of initial recognition of the following items:

  4. (1) all insurance acquisition cash flow assets; and

  5. (2) Any other assets or liabilities previously recognized for the cash flows related to the group of contracts.

Subsequently, the liability for remaining coverage will adjust amount of the premiums received in the period plus the amortization of insurance acquisition cash flows, and minus the amount recognized as insurance revenue for services provided,

  • 161 -

as well as all investment component paid or transferred to the liability for incurred claims.

Discretionary Participation Feature Investment Contract

The discretionary participation feature investment contract refers to the financial instrument free from transfer of significant insurance risk. If the Company issues the discretionary participation feature investment contract and also insurance contract at the same time, such contract shall apply IFRS 17.

Modification and derecognition

If the terms of an insurance contract are modified, and meet the certain conditions are met as substantial modification, the Company shall derecognized the original contract and recognize the modified contract as a new contract.

An entity shall recognized an insurance contract when, and only when it is extinguished or substantially modified.

Transitional Regulations

As a principle, the Company shall fully apply IFRS 17 retrospectively. However, if this is not practical, the Company may opt to apply the modified retrospective or fair value approach.

The modified retrospective approach refers to that the Company shall achieve the closest outcome to fully retrospective application possible using reasonable and supportable information available without undue cost or effort. If the reasonable and supportable information is not able to be obtained, it shall apply the fair value approach.

By applying the fair value approach, the Company determines the contractual service margin at the transition date as the difference between the fair value of a group of insurance contracts at that date and the fulfillment cash flows measured at that date.

Except the above mentioned effects, as of the issuing date of the Financial Statement, the Company has been evaluating the effects to the financial positions and performance from the amendments of other standards and interpretations, and these related effects are to be disclosed when such evaluations are completed.

  • 162 -

IV. Summary of significant accounting policies

(I) Declaration in compliance

The financial statements are prepared according to the Regulations Governing the Preparation of Financial Reports by Insurance Enterprises and IFRSs approved by FSC.

  • (II) Principles for preparation

The financial statements have been prepared on the historical cost basis except for financial instruments at fair value and net defined benefit liabilities at the present value of defined obligation less fair value of the plan assets.

Fair value measurement may be divided into three levels based on the observability and importance of related inputs:

  1. Level 1 inputs: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

  2. Level 2 inputs: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (from price) or indirectly (induced from price).

  3. Level 3 inputs: Unobservable inputs for the asset or liability.

  4. (III) Classification of Current and Non-current Assets and Liabilities

In the financial reports, the assets and liabilities are classified by their natures, and sorted by the order of the relative liquidity, but not divided as current and non-current items.

(IV) Foreign Currency

The transactions made in the currencies other than the functional currency of the Company (foreign currency) when the financial statements are prepared, have been translated to the functional currency with the exchange rate on the transaction dates.

The items in foreign currencies were converted at the exchange rates closed on each and every balance sheet date. The difference in foreign exchanges incurred by the items of settlement currency items or conversion currency items was recognized as the profit and/or loss for the current of occurrence.

The foreign currencies, non-current items measured at fair values were converted at the exchange rates quoted on the date on which the fair values were determined. The difference in foreign exchange so incurred was entered as the profit and/or loss of the current term. In the event where the change in the fair value was

  • 163 -

recognized into other comprehensive profit and/or loss, the difference of the foreign exchange so incurred was entered as other comprehensive profit and/or loss.

(V)

The non-current items measured at historical costs were converted based on the exchange rate quoted on the date of transaction and were not converted anew. Investments in associates

An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor a joint venture.

The Company applies the Equity Method to the investments in associates.

Under the equity method, on initial recognition the investment in an associate or a joint venture is recognized at cost. The carrying amount is then increased or decreased to recognize the Company’s share of the subsequent profit or loss of the associates and to include that share of the associates’ other comprehensive incomes. Furthermore, the recognition of the changes of equity in the associates is made based on the percentage of shareholding.

When evaluating impairments, the entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. The recognized impairment losses are not to be allocated to any assets, including goodwill, as the components of carrying amount of the investments. Any restoration of the loss in impairment was recognized within the scope of subsequent increase of the recoverable amount.

For the profit and/or loss incurred by the Company with the associates in upstream, downstream and side-stream, the Company only recognized those within the scope irrelevant to the associates into the financial reports.

(VI)

Property and equipment

The property and equipment were recognized at costs. Subsequently thereafter, it measured at the amount of the costs deducted with depreciation and the loss in the accumulated impairment.

Property and equipment are accounted depreciation for each material part individually based on the straight-line method during the durable life span. The Company at least review the estimated durable life span, residual value and depreciation method at the end date of year, prospectively apply the effects from the changes of accounting estimations.

  • 164 -

When derecognizing property and equipment, the difference between the net consideration of the disposal and the carrying amount of the asset is recognized in profit and loss.

  • (VII) Investment Properties

Investment property is property held for earning rents or capital appreciation, or both (including the right-of-use assets which satisfy the definition of investment property). Investment properties also include real estate whose future use are not yet determined currently.

The self-owned investment-property was measured at the initial costs (including transaction costs). Subsequently thereafter, it will be measured at the amount of the costs deducted with the accumulated depreciation and the loss of the accumulated impairment.

The investment property acquired from lease are originally measured at the costs (including the original measured amount of lease liability, the lease payment paid before the lease starts, the original direct cost, and estimate cost for recovery of underlying assets minus the received lease incentives); subsequently, they are measured at the costs deducting the accumulated depreciation and the loss of impairment, and the re-measurement of the lease liability is adjusted.

All investment properties are accounted for depreciation based on the straight-line method.

The investment property is re-stated as property and equipment based on the face value on the date when it is provided for private use.

The property and equipment and right-of-use assets are re-stated as investment property based on the face value on the date when the private use thereof is ended.

When derecognizing investment-properties, the difference between the net consideration of the disposal and the carrying amount of the asset is recognized in profit and loss.

(VIII) INTANGIBLE ASSETS

  1. Individually acquired

The intangible assets with limited useful life individually acquired were measured at costs. Subsequently, they were measured at cost deducted with the amount of accumulated amortization and the loss of the accumulated impairment. Intangible assets are accounted for amortization based on the straight-line method during the durable life span. The Company at least review

  • 165 -

the estimated durable life span, residual value and amortization method at the end date of year, prospectively apply the effects from the changes of accounting estimations. The intangible assets with uncertain durable life span is carried as the cost minus accumulated impairment losses.

  1. Derecognition

When derecognizing intangible assets, the difference between the net consideration of the disposal and the carrying amount of the asset is recognized in profit and loss of the current.

(IX) Impairment on property and equipment, right-of-use assets, and intangible assets (excluding goodwill).

The Company assessed on each and every balance sheet date whether or not there had been any signs indicating potential impairment on property and equipment, right-of-use assets, and intangible assets (excluding goodwill). Where any sign of impairment was found existent, the Merging Company estimated the recoverable amount of such assets. In the event that the recoverable amount of individual assets could not be estimated, the Company estimated the recoverable amount of the units that yielded cash. If a shared asset may be allocated to cash generating unit on the reasonable and consistent basis, that shall be allocated to individual cash generating unit; if not, it shall be allocated to the smallest group of cash generating unit on the reasonable and consistent basis.

Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount.

Where the loss of impairment was recovered afterward, the book amount of the units that yielded cash was adjusted upward to the post-amendment recoverable amount. The book amount after increase, nevertheless, should not exceed such assets or the book amount resolved by the units that yielded cash had it not recognized the loss of impairment in the preceding fiscal year (deducting the amortization or depreciation). The recovery of the loss in impairment was recognized in profit and/or loss.

(X) Financial instruments

The financial assets and financial liabilities were recognized onto the Balance Sheet when the Company became a party of the contract of the financial instruments.

  • 166 -

Upon initial recognition of financial assets and financial liabilities, if the financial assets or financial liabilities were measured for fair values not through profit and/or loss, the Merging Company measured based on the fair value added with the transaction costs, which could be directly attributed to the acquisition or issuance of the financial assets or financial liabilities. The transaction costs which could be directly attributed to the acquisition or issuance of the financial assets or financial liabilities, which were measured at the fair value, were imaginably recognized as the profit and/or loss.

  1. Financial assets

The transaction customs of the financial assets were recognized or excluded on the transaction day accounting basis.

  • (1) Categories of measuring

The financial assets held by the Company include financial assets at fair value through profit or loss, bond instruments measured at fair value through other comprehensive income, and equity instruments at fair value through other comprehensive income.

A. Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss are the financial assets measured compulsorily at fair value through profit or loss. The financial assets measured compulsorily at fair value through profit or loss include the equity instruments not assigned by the Company to be measured at fair value through other comprehensive income, and the bond instruments not eligible to be categorized at amortized cost, or at fair value through other comprehensive income.

The financial asset at fair value through profit or loss is measured at fair value, and the profit or loss (from the dividends or interests generated from the financial assets) arising from re-measurement is recognized in profit and loss. For the determination of fair value, please refer to Note 24.

  • B. Bond instruments investment measured at fair value through other comprehensive income

Shall the bond instruments investments meet the following two conditions on the same time, they are classified as financial assets at fair value through other comprehensive income:

  • 167 -

  • a. Being held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and sell financial assets; and

  • b. The contractual terms of the financial asset give rise, on specified dates, to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Bond instruments investment measured at fair value through other comprehensive income is measured at fair value. In the movement of carrying amount, the interest income calculated using the effective interest rate method, foreign currency gains or losses and impairment gains or losses are recognized directly in profit or loss. The difference between cumulative fair value gains or losses and the cumulative amounts recognized in profit or loss is recognized in OCI until derecognition, when the amounts in OCI are reclassified to profit or loss.

  • C. Equity instruments investment at fair value through other comprehensive income

The Company may opt to designate an equity instrument at FVTOCI is available at initial recognition and is irrevocable, for the equity instrument investments not held for trading nor recognized by merge and acquisition, neither with considerations.

Equity instruments at fair value through other comprehensive income are measured at fair value, and the subsequent movements of the fair value are carried in other comprehensive income, and accumulated in other equity. When disposing investments, the accumulated profit/loss is transferred to the retained earnings directly without reclassified as profit/loss.

The dividends from the equity instruments at fair value through other comprehensive income are recognized in profit/loss when the right of receiving of the Company is confirmed, unless such dividends obviously represents the recovery of part of the investment.

(2) Impairment of financial assets

At each date of balance sheet, the Company evaluate the financial assets at amortized cost (receivables included), and the impairment loss

  • 168 -

of bond instruments measured at fair value through other comprehensive income based on the expected credit loss.

The receivables are recognized allowance loss as the higher expected credit losses between from the “Regulations Governing the Procedures for Insurance Enterprises to Evaluate Assets and Deal with Non-performing/Non-accrual Loans”, or of the lifetime. For other financial assets, the credit risk is evaluated if there is any significant increase after the initial recognition. If not, the allowance loss is recognized based on the expected credit losses of 12 months; if there any significant increases, the allowance loss is recognized based on the expected credit losses of life time.

Expected credit losses as the weighted average of credit losses with the weightings being the respective risks of a default occurring. 12-month expected credit losses are expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the life of the financial instruments.

The impairment loss for all financial assets reduce the carrying value through the allowance account; however, the allowance loss of bond instruments measured at fair value through other comprehensive income is recognized in other comprehensive income without reducing the carrying value.

(3) Derecognition of financial assets

The Company would exclude financial assets only in the event where the interests on a contract for financial assets based cash flow ceased to be effective or where it had transferred financial assets and almost all risks and returns of all ownership over the financial assets had been transferred to another enterprise.

On the full derecognition of the investment of debt instrument at fair value through other comprehensive income, the difference between the investment’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income is stated as income. On the full

  • 169 -

derecognition of the investment of equity instruments at fair value through other comprehensive income, the accumulated income is transferred to the retained earnings directly, but not reclassified as income.

  1. Equity instrument

The equity instruments issued by the Company are categorized as equity based on the nature of the contract agreement and the definition of the equity instrument.

The equity instruments issued by the Company is recognized based on the acquisition price less direct issuing cost.

  1. Financial liabilities

  2. (1) Subsequent measuring

All financial liabilities are at the amortized cost based on the effective interest method.

  • (2) Derecognition of financial liabilities

When a financial liability is derecognized, the price difference between its carrying amount and total consideration paid (including any transferred non-cash assets or obligation) shall be stated as income.

  • (XI) Lending Negotiable Securities

The Company lends negotiable securities through TWSE. The formula of income from lending securities of auction transactions, is to multiply the daily closed price of the underlying negotiable securities one by one and day by the quantity of lending, and then multiply by the fare of completed transaction. The income from security lending is recognized every month, and shall be received by the brokers when the securities are returned.

  • (XII) Reinsurance contract asset

To limit the amount of loss that may be resulted from some exposures, the reinsurance is conducted according to the business needs and the related insurance laws and regulations. For the ceding reinsurance, the Company is not to reject the obligations to the insured by the excuse that the reinsurer fails to fulfill its obligations.

For the ceding reinsurance business, the reinsurance premium outward is recognized based on the ceding reinsurance contracts. The consideration for the end time of the financial statement shall be consistent with the premium income. When

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settling, the reinsurance premium outward shall be estimated in a reasonable and systematic manner. The related income (e.g. the commission incomes of reinsurance) are recognized in the same period, and the related reinsurance profit/loss is not deferred.

The reinsurance reserve assets include: ceding unearned premium reserves, ceding claims reserves, ceding liability reserves, ceding premium deficiency reserves, and ceding liability adequacy reserves, and are based on the “Regulations Governing Various Reserves of Insurance Enterprises”, the reinsurance contract, and the right to the reinsurers of the ceding company.

The rights of the Company to the reinsurers are reinsurance contract assets (including reinsurance contract assets, claim recoverable from reinsurers, and net due from reinsurers and ceding companies); these rights shall be evaluated periodically whether impairment occurs or to be unrecoverable. Where objective evidences showing that events of such rights occurring after the initial recognition, may cause the Company unable to recover all the receivable amount under the contract terms, and such events has reliably measured effects to the amount to be recovered from the reinsurers, the Company recognizes impairment loss for the shortage of recoverable amount to the book value of the said rights.

(XIII) The residuals taken over and the rights of subrogation

The residuals taken over by laws due to claim procedure in the direct insurance are recognized based on the evaluation to their fair values. For the right of subrogation to the insured subject obtained by laws, it is recognized when the pursuit of recovery is cleared (the inflow of future economic benefits is very probable), and the amount can be reliably measured.

(XIV) Insurance liabilities

Various reserves are provided based on the “Regulations on Provision of Various Reserves for Insurance Enterprises”, “Regulations Governing Various Reserves of Compulsory Automobile Liability Insurance”, “Enforcement Rules for the Risk Spreading Mechanism of Residential Earthquake Insurance”, “Regulations Governing Various Reserves for Nuclear Energy Insurance Operated by Non-Life Insurance Enterprises”, “Regulations Governing Various Reserves for Commercial Earthquake Insurance and Typhoon and Flood Insurance Operated by Non-Life Insurance Enterprises”, as well as “Notes to Enhancing the Reserves for Disaster Insurance Provided by Non-Life Insurance Enterprises (Commercial Earthquake

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Insurance and Typhoon and Flood Insurance)”, and such reserves shall be certified by the appointed actuaries approved by FSC. The basic description of the provision basis for each liability reserves are as follows:

  1. Unearned premium reserves

To the unearned valid contracts or the insurance risks not yet eliminated, the unearned premium reserves shall be calculated based un the unearned risks and provided for each insurance.

  1. Claim reserves

Based on the past experience and fees by insurance categories, the claim reserves shall be calculated in the manners consistent with the actuarial principles, and the portions that are reported but not paid and unreported shall be provided. The claims reported but not yet paid shall be estimated based on actual information case by case and provided by insurance categories

  1. Special reserves

Based on Article 8, the “Regulations Governing Various Reserves of Insurance Enterprises”, the provided reserves for the self-retain businesses shall include the following:

  • (1) Special reserves for material accidents.

  • (2) Special reserves for hazard changes.

  • (3) Special reserves for other special needs.

Except otherwise regulated, the special reserves that had been provided before January 1, 2011 are still recognized as liability reserves. From January 1, 2011, the new provisions of each year shall be accounted to the special reserves under the shareholders’ equity after deducting income taxes based on IAS 12. The time of accounting is the end of the year. From January 1, 2011, the off-set or recovered amount by laws may be off-set or recovered from the special reserves under the liability reserves. Where the balance of such liability reserves are insufficient to be off-set or recovered, the shortage may be offset or recovered from the special reserves under the shareholders’ equity as the remaining balance after income tax specified in IAS 12.

According to the “Directions for Strengthening Natural Disaster Insurance (Commercial Earthquake, Typhoon and Flood Insurance) Reserve by Non-Life Insurance Enterprises”, issued with Jin-Guan-Bao-Cai-Zi No. 10102515061, November 9, 2012, the Company has not yet complemented the reserves for

  • 172 -

material accidents for commercial earthquake insurance and typhoon and flood insurance and the special reserves for hazard changes to the full water level with the special reserves accounted under the liabilities, and thus the reserves are not to be transferred to the special reserves. The application of these notes does not materially effects the profit and loss, liability, and equity of shareholders of the Company.

  • (1) Special reserves for material accidents

Provided by the ratio of special reserves for material accidents determined by the competent authorities for each insurance category. For the material disasters issued by the Government, when one single accident occurs, the sum of the accumulated retained claims for each insurance category is NT$ 30 million or more, and the total claim payable of each insurance category of the non-life insurance industry as a whole is NT$ 2 billion or more, the special reserves for material accidents may be used for offset.

The special reserves for commercial earthquake insurance and typhoon and flood insurance provided for more than 30 years may be recovered. The special reserves for other accidents at each insurance category provided for more than 15 years, a recovery mechanism may be assess and prepared by the certified actuaries, and submitted to the competent authorities for reference and then further implemented.

  • (2) Special reserves for hazard changes

When the amount of the actual claims of each insurance minus the remaining balance of the offset special reserves for material accidents is lower than the expected claims, for commercial earthquake insurance and typhoon and flood insurance, 75% of the difference shall be provided for the special reserves for hazard changes, for other insurance, 15% of the difference shall be provided for the special reserves for hazard changes.

When the amount of the actual claims of each insurance minus the remaining balance of the offset special reserves for material accidents is higher than the expected claims, the excess may be offset against the provided special reserves for hazard changes. Shall the special reserves for hazard changes be insufficient for offsetting, it may be offset with the special reserves for hazard changes of other insurance categories; the

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category of insurance and the amount for offset shall follow the notes established by the competent authorities, and submitted to the competent authorities for reference.

When the special reserves for hazard changes of commercial earthquake insurance accumulates to more than 18 times of the retained earned premium of the year, the special reserves for hazard changes of typhoon and flood insurance accumulates to more than eight times of the retained earned premium of the year, the special reserves for hazard changes of personal accident insurance and health insurance accumulates to more than 30% of the retained earned premium of the year, and the special reserves for hazard changes of other insurance accumulates to more than 60% of the retained earned premium of the year, the excess shall be recovered.

  • (3) Special reserves for other special needs

The special reserves for the compulsory personal and commercial automobile liability insurance are based on the “Regulations Governing Various Reserves of Compulsory Automobile Liability Insurance.”

The special reserves for nuclear energy insurance are based on the “Directions for Reserving Nuclear Energy Insurance Reserve by Non-Life Insurance Enterprises”.

The special reserves for residential earthquake insurance are based on the “Enforcement Rules for the Risk Spreading Mechanism of Residential Earthquake Insurance” and the “Principles of Accounting Treatment for Residential Earthquake Insurance Provided by Insurance Enterprises.”

According to the “Directions for Strengthening Natural Disaster Insurance (Commercial Earthquake, Typhoon and Flood Insurance) Reserve by Non-Life Insurance Enterprises”, from January 1, 2013, the special reserves for material accidents and the special reserves for hazard changes of the insurance categories other than the compulsory automobile liability insurance, nuclear energy insurance, Policy-supported earthquake insurance, commercial earthquake insurance, and typhoon and flood insurance, and accounted under liability before December 31, 2012, shall be firstly complement the special reserves for

  • 174 -

material accidents and the special reserves for hazard changes of the commercial earthquake insurance and typhoon and flood insurance to the full water level, and the reserves are accounted under liability. For the special reserves for material accidents and the special reserves for hazard changes of other insurance categories, the excessive balance over the full water level shall be accounted to the special reserves under the shareholders’ equity after deducting income taxes based on IAS 12.

  1. Premium deficiency reserves

Where the possible future claims and expenses of the unearned valid contracts or the insurance risks has exceed the provided the unearned premium reserves and the expected future premium incomes, the difference shall be provided for the premium deficiency reserves.

  1. Liability adequacy reserves

Based on the outcomes of liability adequacy test specified in IFRS 4 “Insurance Contract”, if there is any deficiency in the outcomes, the amount of such deficiency shall be provided as the liabilities adequacy reserves.

  1. Unqualified reinsurance reserves

The unqualified reinsurance under the “Regulations Governing Insurance Enterprises Engaging in Operating Reinsurance and Other Risk Spreading Mechanisms” on the reinsurance ceded date or the balance sheet date, shall be provided the unqualified reinsurance reserves, and disclosed in notes of the financial statements.

  • (XV) Reserve for liabilities

The amount recognized as reserve for liabilities is the best estimate for the repayment obligations on the balance sheet date by considering the risks and uncertainties of such obligations. The reserves for liabilities are measured at the discounted cash flow estimate of the repayment obligations.

When a part or all of the expenditure required for repaying the reserve of liabilities are expected to be reimbursed from the other party, and the reimbursement is almost secured while the amount can be reliably measured, the reimbursement is recognized as asset.

(XVI) Lease

The Company evaluates if a contract is, or includes a lease on the date when the contract is established.

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1. If the Company is the lessor

In an event all risks and remuneration of the ownership of the assets based on the lease terms and conditions were transferred to the lessees in full, such assets were classified as financing leasehold. All other categories of lease were classified as operational lease.

When the Company subleases the right-of-use assets, it judges the classification of sublease based on the right-of-use assets (not the underlying assets).

The lease payment minus lease incentives in the operating leases is recognized as profit within the duration of the relevant lease on the straight-line basis. This is because the initial direct cost arising from operational leases is increased to the carrying amount of the underlying assets, and recognized as expense on the straight-line basis over the lease period. According to the lease negotiation with the lessee, the new lease shall apply as of the effective date of the variation of lease.

The variable rents not depending on any index or fares in a lease agreement are recognized as income of the current when it occurs.

When a lease includes both land and buildings elements, the Company assess the classification of each element as a finance lease or an operating lease separately based on if it transfers substantially all the risks and rewards incidental to ownership of an underlying asset to the lessee. The lease payments shall be allocated between the land and the buildings elements in proportion to the relative fair values of the leasehold rights in the land element and buildings element of the lease on the date when the contract is established. If the lease payments can be allocated reliably between these two elements, each element is treated based on the applicable classes of lease. If the lease payments cannot be allocated reliably between these two elements, the entire lease is classified as a finance lease, unless it is clear that both elements are operating leases, in which case, the entire lease is classified as an operating lease.

  1. If the Company is the lessee

The lease payments applicable to the recognized waived low-valued underlying asset lease and the short-term lease are recognized as expenses on

  • 176 -

the straight-line basis over the lease period. For all other leases, the right-of-use assets and lease liabilities are recognized from the starting date of leases.

The right-of-use assets are originally measured at the costs (including the original measured amount of lease liability, the lease payment paid before the lease starts, and minus the received lease incentives); subsequently, they are measured at the costs deducting the accumulated depreciation and the loss of impairment, and the re-measurement of the lease liability is adjusted. Unless being qualified for the defined investment oriented property, the right-of-use assets are individually expressed in the balance sheets. Notwithstanding, for recognition and measurement of the right-of-use assets defined as investment property, please refer to (7) investment property accounting policies.

The right-of-use assets on the straight-line basis provide depreciation from the starting date of lease, up to the durable life expires or the lease period expires, the earlier prevails.

The lease liabilities were measured based on the present value of the lease payment (including fixed payment and indexes or fares determining the lease payments). If the implied interest rate of a lease is easy to be confirmed, the rate is applied to discount the lease payment. If the rate is not easy to be confirmed, the lessee incremental borrowing rate of interest will be applied.

Subsequently, the lease liabilities are measured at the amortized cost under the effective interest method, and the interest expense are allocated during the lease periods. If there is any change in the lease period or the indexes or fares determining the lease payments, the expected amount of payment under the remaining value guarantee, the evaluation of the call option of the underlying assets, or the indexes or fares determining the lease payments will result in changes of future lease payment, the Company remeasures the lease liabilities, and relatively adjusts the right-of-use assets; provided the book value of the right-of-use asset has decreased to zero, the remaining remeasured amount is recognized in the income/loss. For the variation of leases which is not treated individually, the remeasurement of lease liabilities resulting from decrease in the scope of lease indicates reduction in the right-of-use assets, and recognizes the income/loss from termination of the lease, in whole or in part. The remeasurement of lease liabilities resulting from other variations indicates

  • 177 -

adjustment of the right-of-use assets. The lease liabilities are individually expressed in the balance sheets.

The variable rents not depending on any index or fees in a lease agreement are recognized as expenses of the current when it occurs.

(XVII) Employee Benefits

Post-employment benefits

For defined contribution retirement benefit plans, payments to the benefit plan are recognized as an expense when the employees have rendered service entitling them to the contribution.

Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the Projected Unit Credit Method. Service cost (including current service cost), and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur, accounted to the retained earnings, and will not be reclassified to profit or loss.

Net defined benefit liability (asset) represents the actual deficit (excess) in the Company’s defined benefit plan. Net defined benefit asset shall not exceed the present value of the provision returned from the plan or the reducible future provision.

(XVIII) Income Tax

The term “income tax expenses” as set forth herein denotes total of the income tax payable in the current term and the deferred income tax.

  1. Current tax

The income tax levied on the undistributed surplus earnings based the Income Tax Act, is recognized in the year when resolved by the shareholders’ meeting.

The adjustment of the payable income tax of the previous year is included in the current income tax.

  1. Deferred income tax

Deferred income tax is calculated based on the temporary difference between the carrying amounts of the assets and liabilities on the accounts, and the tax basis for calculating the taxes.

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The deferred income tax liabilities would be generally recognized for all taxable provisional difference. The deferred income tax assets were recognized at the moment upon occurrence of income tax credit of the potential taxable income deducted with provisional difference.

The taxable temporary difference related to the investments in associates is to recognize the deferred income tax liabilities; however, if the Company may control the timing of reversing the temporary difference, and such temporary difference may likely not be reversed in the foreseeable future, such temporary difference is excluded. The deductible temporary difference related to such investment is recognized as deferred income tax assets to the extent that it is probable that taxable profits will be available against which temporary differences in the deductibles can be utilized.

The book amount of the deferred income tax assets was reviewed anew on each and every balance sheet date. Aiming at such event where there would be very likely not adequate taxable income to recover the assets either in whole or in part, the Company adjusted downward the book amount. Where those were not initially recognized as deferred income tax assets, the Merging Company, as well, reviewed anew on each and every balance sheet date. It, in turn, would adjust upward the book amount in the future while there would be likely to yield taxable income to recover assets either in whole or in part.

The deferred income tax assets and liabilities were measured at the tax rates of that current. The said tax rate would be on the grounds of the tax rates and taxation laws, which had been enacted or had been substantially enacted as of the balance sheet date. The deferred income tax liabilities and assets were measured to reflect the Company for the taxation consequences of taxation for the book amounts of the assets and liabilities anticipated to be recovered or reimbursed as of the balance sheet date.

  1. Current and Deferred income tax

The current and deferred income tax was recognized in the profit and/or loss. The current and deferred income tax relevant to the items, which were recognized in other comprehensive income or directly counted into the items of equity, was recognition into other comprehensive income or directly counted into equity respectively.

  • 179 -

(XIX) Revenue Recognition

Except the “revenue from insurance operations”, the revenue is recognized under IFRS 15 "Revenue from Contracts with Customers". Revenue is measured at the fair value of the received or receivable considerations.

Dividend revenues and Interest incomes

The dividend revenue yielded in investment was recognized at the moment where the rights for shareholders to receive the dividends, but in the very premise that the transaction related economic gains would be very likely to be flown into the Company and the amount of revenues could be measured in a trustworthy manner.

The Interest income of financial assets was recognized at the moment while the economic gains would be very likely to be flown into the Company and the amount of revenues could be measured in a trustworthy manner. Interest income shall be recognized on an accrual basis subject to the outstanding principal and applicable interest rate.

(XX) Insurance Business Income and Acquisition Cost

The premium income from the direct insurance is recognized based on all of the current policy-written insurance and policies with confirmed modification. The income of reinsurance inward premium of the reinsurance inward is accounted at the date of statement arrival in daily course, and the unaccounted reinsurance premium incomes are estimated with a reasonable and systematic method. The related acquisition cost (e.g. commission expenditure, agency expenses, fee expenditure and the reinsurance commission expenditure) are recognized at the same period without being deferred.

The unearned premium reserves calculates the unearned premiums based on the unearned risks and provided for each insurance for the unearned valid contracts or the insurance risks not yet eliminated.

The unearned premium reserves for the compulsory automobile insurance are provided based on the “Regulations for the Management of the Various Reserves for Compulsory Automobile Liability Insurance.”

The unearned premium reserves for the residential earthquake insurance are provided based on the “Enforcement Rules for the Risk Spreading Mechanism of Residential Earthquake Insurance.”

The unearned premium reserves for nuclear energy insurance are provided based on the “Directions for Reserving Nuclear Energy Insurance Reserve by

  • 180 -

Non-Life Insurance Enterprises Directions for Reserving Nuclear Energy Insurance Reserve by Non-Life Insurance Enterprises”.

The approach to provide the unearned reserves, unless required by laws otherwise, shall be determined by the appointed actuaries (not to be changed without the approval from the competent authorities). The amount of unearned premium reserves shall be audit and certified by the appointed actuaries.

The taxes related to the insurance business revenues are recognized accrual basis of accounting according to the Value-Added Tax and Non-Value-Added Tax Act and the Stamp Tax Act.

(XXI) Claim Costs of Insurance Business

The insurance claims of the direct insurance are recognized at the paid claims (claim expenses included) of the current occurred and with report accepted. Where the claim department has confirm the amount of claims but the accounting and finance department has not proceed to pay the claims, and the amount of claim is not yet confirmed, are estimated with the actual information case by case based on the insurance type, and recognized as the net change to the claim reserves reported but not paid.

The reinsurance claims of the reinsurance inward are accounted at the date of statement arrival in daily course, and the unaccounted reinsurance claims are estimated with a reasonable and systematic method to be recognized as the net change in claims reserves.

The unreported claims for the direct insurance and reinsurance inward are calculated based on the past experience and fees by insurance categories, the claim reserves shall be calculated in the manners consistent with the actuarial principles, to be recognized the net change in claims reserves.

For the claims of the reinsurance case that shall be refundable form the reinsurers, the paid claims (claim expenses included) are recognized as the refundable claim payable; the reported but not paid claims (claim expenses included) are recognized as net change in claims reserves.

The provision of claim reserves does not apply discount.

The claim reserves for the compulsory automobile insurance are provided based on the “Regulations Governing Various Reserves of Compulsory Automobile Liability Insurance.”

  • 181 -

The claim reserves for the residential earthquake insurance are provided based on the “Enforcement Rules for the Risk Spreading Mechanism of Residential Earthquake Insurance.”

The claim reserves for nuclear energy insurance are provided based on the “Regulations Governing Various Reserves for Nuclear Energy Insurance Operated by Non-Life Insurance Enterprises.”

(XXII) Adequacy Test of Liabilities

By applying IFRS 4 “Insurance Contract”, the contract required for adequacy test shall test the adequacy for its recognized insurance liabilities with the current information at each balance sheet date based on the actuarial practice principles issued by the Actuarial Institute of the Republic of China. Shall there be any deficiency in the outcome, the deficit amount shall be provided for the liability adequacy reserves.

  • (XXIII) Co-Insurance Organization, Co-Insurance, and the Agreement of Guarantee Fund

  • Contract of co-insurance and co-sharing for the compulsory automobile liability insurance

The Company has entered the “Contract of co-insurance and co-sharing for the compulsory automobile liability insurance” with all member companies approved by the competent authorities to operate compulsory automobile liability insurance business, to agree the compulsory automobile liability insurance covered shall be included in the co-insurance, the violation is subjected to fines, and the co-insurance panel may sent auditors to audit. The undertaking of the co-insurance is calculated on the basis of pure premiums and allocated based on the agreed co-insurance percentage. Shall there be several (2 or more) co-insurers involve the claims for the same car accident, the co-insurers shall proceed based on the regulations, and then share the liabilities based on the responsibilities of each party by case. Unless being liquidated or ceasing the operation, any member company joining the co-insurance must not withdraw on its own will. At the time ceasing the automobile liability insurance, it is deemed a withdrawal from the co-insurance, the unearned liability expires naturally.

  1. Coinsurance Contract for Subcontracting Residential Earthquake Insurance The Company has entered the “Coinsurance Contract for Subcontracting

Residential Earthquake Insurance” with all member companies approved by

  • 182 -

the competent authorities to operate residential fire insurance business, after the application to join Taiwan Residential Earthquake Insurance Fund (“Residential Earthquake Insurance Fund”) to agree the residential earthquake insurance covered shall be included in the co-insurance, and the co-insurance panel may sent auditors to audit. The undertaking of the co-insurance is calculated on the basis of pure premiums, and the individual member companies assumes the co-insurance liabilities based on its share, without joint liabilities. The member company may notify the Residential Earthquake Insurance Fund three months prior to the next year that it will withdraw from the coinsurance from the next year. Its accepted share is accepted till the end of the year, and the unfinished liabilities from such accepted share is transferred to that member at the time. Shall any member company become a ceased company due to suspension for reconstruction, dissolution, or merge, it shall immediately notify the Residential Earthquake Insurance Fund to withdraw from the coinsurance. The remaining accepted share for that year, shall be transferred to be accepted by other members of the coinsurance from the date of suspension for reconstruction and dissolution announced by the competent authorities. The transfer method is determined by the meeting of members. For the withdrawal due to merge, the remaining accepted share for that year shall be succeeded by the surviving company.

V. Major sources of major accounting judgments, estimate and hypotheses

Where the Company adopted accounting policies, where the relevant information was found hardly available from other sources, the management must come to relevant judgments, estimates and hypotheses based on historical experiences and other relevant factors. The estimation might be different from the actual result.

The management would continually review the estimates and fundamental hypotheses. In the event that the estimated amendment would only affect the current term, it would be recognized in the term of amendment. In the event that the amendment of the accounting estimates would simultaneously affect both the current and future terms, it would be recognized in the term of the amendment and the future term.

Claim liabilities arising from insurance contracts

For the estimation of the final claim liability to insurance contract, the claim reserves are calculated based on the past claim experience and fee by insurance type in the manner consistent to the actuarial principles. On the balance sheet date, the pending

  • 183 -

claim reserves can afford to cover all of the claim losses and expenses for the incidents incurred on the same day, provided that the reserves are provided based estimates. Therefore, the final liabilities might be more or less than the estimates.

VI. Cash and cash equivalents

Cash and cash equivalents
Cash on hand and working capital
Bank’s notes and current deposit
Cash Equivalents
Commercial paper
Time deposits in banks due
within 3 months in the date
of initial maturity
Less: Deductible of the
Refundable Deposits (Note
16)
December 31,2020
$ 31,015
2,352,720
1,048,190
340,190
(
87,585
)
$ 3,684,530
December 31,2019
$ 31,273
2,560,944
648,898
258,590
(
84,412
)
$ 3,415,293

The interest rate ranges for bank time deposits and promissory notes on the balance sheet date are stated as following:

sheet date are stated as following:
Time deposits in banks due within
3 months in the date of initial
maturity
Commercial paper
Receivables
Notes receivable
Notes receivable - Non-accrual
loan
Less: allowance loss
Premiums receivable
Premiums receivable -
Non-accrual loan
Less: allowance loss
December 31,2020
0.06% ~ 0.41%
0.18% ~ 0.23%
December 31,2020
$ 97,079
-
(
971
)
$ 96,108
$ 469,941
25,653
(
10,231
)
$ 485,363
December 31,2019
0.09% ~ 0.66%
0.52% ~ 0.56%
December 31,2019

(


(

(


(
$ 121,835
173

1,391
)
$ 120,617
$ 374,954
34,775

9,973
)
$ 399,756

VII. Receivables

(To be continued)

  • 184 -

(Continued)

Interest receivable
Other receivable
Other receivable - Non-accrual
loan
Less: allowance loss
Other receivables
December 31,2020
$ 58,323
13,133
19,366
(
6,833
)
$ 83,989
December 31,2019 December 31,2019

(

(
$ 54,961
34,965
3,519

871
)
$ 92,574

(I) Receivables

To reduce the credit risks, the management of the Company has assigned the premium section to track the overdue payment, to ensure the proper actions have been taken for the recovery of overdue receivables. Besides, on the balance sheet dates, the Company review the recoverable amount of the receivables again one by one, to ensure the unrecoverable receivables are provided for the proper allowance loss. Therefore, the management of the Company believes the credit risks of the Company is significantly reduced.

The Company recognizes the allowance loss for receivables as the higher expected credit losses between from of the “Regulations Governing the Procedures for Insurance Enterprises to Evaluate Assets and Deal with Non-performing/Non-accrual Loans” and simplified method of IFRS 9, or of the lifetime. The lifetime expected credit losses are calculated using the reserve matrix, by considering the past default records and the current financial position of clients, industrial economic situations, as well as the GDP forecast and industrial outlooks. As the credit loss history of the Company shows that there is no significant difference among the loss patterns of different client groups, the reserve matrix does not further divide the client groups, but only establish the expected credit losses based on the aging of receivables.

Where any evidence shows that the counterparties of transactions have severe financial difficulties, and the Company cannot reasonably expect the recoverable amount, e.g. the counterparty is being liquidated, the Company writes off the related receivables upon the resolution passed by the Board of Directors. However the pursuit of recovery will be continued, and the amount recovered from such pursuit will be recognized in profit/loss.

  • 185 -

The Company recognizes the allowance loss for receivables as the higher expected credit losses between from of the “Regulations Governing the Procedures for Insurance Enterprises to Evaluate Assets and Deal with Non-performing/Non-accrual Loans”, or from the reserve matrix. The movement for the allowance loss for the receivables in 2020 are as follows: December 31, 2020

December 31, 2020
12-month
expected credit
loss I
Balance - beginning
$ 3,195
Add: Provision
(reversal) in the
period
(
2,342
)
Balance - ending
$ 853
December 31, 2019
Lifetime
expected credit
loss II
$ 2,735

(
1,521
)
$ 1,214
Lifetime
expected credit
loss III
$ 825

(
305
)
$ 520
Impairment
provided based
in IFRS 9
$ 6,755
(
4,168
)
$ 2,587
Impairment
based on the
“Regulations
Governing the
Procedures for
Insurance
Enterprises to
Evaluate Assets
and Deal with
Non-performing/
Non-accrual
Loans”
$ 5,480

9,968

$ 15,448
Total

(

(

(




$ 12,235
5,800

$ 18,035
Balance - beginning

Add: Provision
(reversal) in the
period

Balance - ending
12-month
expected credit
loss I
$ 2,396

799

$ 3,195
Lifetime
expected credit
loss II
$ 9,119

(
6,384
)
$ 2,735
Lifetime
expected credit
loss III
$ 2,153

(
1,328
)
$ 825
Impairment
provided based
in IFRS 9
$ 13,668
(
6,913
)
$ 6,755
Impairment
based on the
“Regulations
Governing the
Procedures for
Insurance
Enterprises to
Evaluate Assets
and Deal with
Non-performing/
Non-accrual
Loans”
$ 10,956
(
5,476
)
$ 5,480
Total



(

(

(

(

(
$ 24,624

12,389
)
$ 12,235

The allowance loss as of December 31, 2020 and 2019 increased by NT$5,800 thousand and decreased by NT$12,389 thousand, respectively, mainly as a result of the net increase of NT$6,552 thousand and net decrease of NT$34,645 thousand to the gross carrying value of receivables transferred to the non-accrual loans.

(II) Non-accrual loan and allowance for loss

For the notes receivable, premium receivable, and non-accrual loans in other receivables, the allowances have been provided as NT$0 thousand, NT$6,215 thousand, and NT$6,693 thousand, respectively, as of December 31, 2020.

For the notes receivable, premium receivable, and non-accrual loans in other receivables, the allowances have been provided as NT$173 thousand, NT$6,077 thousand, and NT$723 thousand, respectively, as of December 31, 2019.

  • 186 -

(III) The ageing analysis for the receivables

0 - 30 days
31 - 90 days
91 - 180 days
181 - 365 days
More than 365 days
Total
December 31,2020
$ 639,660
19,574
7,283
7,717

9,261
$ 683,495
December 31,2019


$ 489,692
97,206
31,894
5,565

825
$ 625,182

The aging analysis is conducted based on the accounted dates.

VIII.
IX.
(I)
Financial instruments measured at fair values through profit and/or Financial instruments measured at fair values through profit and/or loss
December 31,2019
loss
December 31,2019

December 31,2020
Held for transaction purposes
- TSEC/GTSM listed shares
$ 204,920
- Beneficiary certificates of
funds
156,780
Compulsory measurement at fair
value through profit and loss
- Domestic financial bonds
1,054,592
- Domestic corporate bonds

522,397
$ 1,938,689
Financial assets at fair value through other comprehensive income
December 31,2020
Equity instruments at fair value
through other comprehensive
income
$ 3,668,717
Bond instruments measured at fair
value through other
comprehensive income
1,612,245
Deductible of refundable deposits
(
622,187
)
$ 4,658,775
Investments in equity instruments
December 31,2020
Domestic investment
TWSE/TPEx-listed shares and
emerging shares
$ 3,310,661
Unlisted Shares

358,056
$ 3,668,717
$ 255,708
101,131
886,425

522,088
$ 1,765,352
December 31,2019

Equity instruments at fair value
through other comprehensive
income
Bond instruments measured at fair
value through other
comprehensive income
Deductible of refundable deposits
Investments in equity instruments
Domestic investment
TWSE/TPEx-listed shares and
emerging shares
Unlisted Shares
$ 3,229,435
1,775,766
(
615,788
)
$ 4,389,413
December 31,2019




$ 2,863,573
365,862
$ 3,229,435
  • 187 -

The Company invests for the mid- and long-term strategies, and expects to gain through the long-term investments. The management of the Company believes that it is inconsistent to include the short-term fair value fluctuations of such investments in profit/loss for the said purpose of long-term investments; therefore, it opts to designate such investments as measured at FVTOCI.

In 2020 and 2019, the Company adjusted the investment positions to diversify risks, and the sold part of common shares at fair value for NT$91,815 thousand and NT$19,959 thousand; the related other equity - unrealized gains and losses on financial assets at fair value through profit or loss, NT$10,609 thousand and NT$2,432 thousand have been transferred to the retained earnings.

The Company recognized the dividend revenues, NT$139,225 thousand and NT$120,057 thousand, respectively, in 2020 and 2019, including the amounts related to investments derecognized at the end of the period, NT$0 thousand and NT$1,024 thousand. The amounts related to the holders were NT$139,225 thousand and NT$119,033 thousand on December 31, 2020 and 2019.

(II) Investments in liability instruments

Investments in liability instruments
Domestic investment
Government Bonds
Financial bonds
Corporate bonds
Deductible of the Refundable
Deposits (Note 16)
Subtotal
Foreign investment
Financial bonds
Corporate bonds
Subtotal
Total
December 31,2020
$ 622,187
49,998
104,110
(
622,187
)

154,108
142,258

693,692

835,950
$ 990,058
December 31,2019

(




(



$ 615,788
150,240
104,697

615,788
)
254,937
150,000
755,041
905,041
$ 1,159,978

For the information for credit risks management and the impairment evaluation related to bond instruments measured at fair value through other comprehensive income, please refer to Note 10.

  • 188 -

X. Credit risks management for Investments in liability instruments

Bond instruments investment accounted as financial assets at fair value through

other comprehensive income:

December 31, 2020

December 31, 2020
Total of Carrying Amount
Allowance loss
Amortized cost
Adjustment to fair value
Deductible of refundable deposits
December 31, 2019
At fair value
through other
comprehensive
income

(



(
$ 1,517,360

884
)
1,516,476
95,769
1,612,245

622,187
)
$ 990,058
December 31, 2019
Total of Carrying Amount
Allowance loss
Amortized cost
Adjustment to fair value
Deductible of refundable deposits
At fair value
through other
comprehensive
income

(



(
$ 1,716,298

1,262
)
1,715,036
60,730
1,775,766

615,788
)
$ 1,159,978

The policies applied by the Company is to only invest the bond instruments with rating of investment grade and above and low credit risk for impairment evaluation. The credit ratings are provided by independent rating agencies. The Company continuously track the external ratings to monitor the movement of the credit risk for the invested bond instruments, while reviewing other information such as the yield curves of bonds and material information of the debtors, for the purpose of evaluating if the credit risks of bond instruments increase significantly since the initial recognition.

  • 189 -

By considering the default loss rate provided by the external rating agencies, current financial position of the debtors, and the outlook forecasts of the industries where they operates, to measure the 12-month ECLs or lifetime ECLs. The current credit risk rating mechanism of the Company is as the following:

Creditrating
Normal
Abnormal
Default
Write Off
Definition
The credit risk of the debtor is low, or
not increased significantly, with
sufficient solvency for the contractual
cash flow
The credit risk has been significantly
increased since initial recognition
Evidence of credit loss exists or the
credit impairment loss is recognized
The available proof showed that the
debtor was suffering serious financial
difficulties and it was impossible for
the Company to expect recoverability
Basis for Recognizing
ECLs
12-month expected credit
loss
Lifetime expected credit
loss (credit not
impaired)
Lifetime expected credit
loss (credit impaired)
Direct Write Off

The total book values of the debt instrument investments of each credit rating, and the applicable ECL rates are as the following:

December 31, 2020

December 31, 2020
Creditrating
Normal
Abnormal
Default
Write Off
Expected CreditLoss (ECL)
0.002% ~ 0.519%
(note)
(note)
(note)
December 31, 2020
Total of Carrying
Amount
$ 1,517,360
-
-
-

December 31, 2019

December 31, 2019

December 31, 2019
Creditrating
Normal
Abnormal
Default
Write Off
Expected CreditLoss (ECL)
0.00% ~ 1.04%
(note)
(note)
(note)
Total of Carrying
Amount
$ 1,716,298
-
-
-

(Note): The credit level of the bond investments as of December 31, 2020 and 2019 were all normal and thus not applicable.

  • 190 -

For the bond instruments measured at fair value through other comprehensive income, the movement for allowance loss is summarized by the grade of credit risks as the following:

the following:
XI. Creditrating
Normal
(12-month
expected credit
loss)
Abnormal
(Lifetime
expected credit
loss whose
credit not
impaired)
Default
(Lifetime
expected credit
loss exists and
the credit is
impaired)
Balance at January 1, 2020
$ 1,262
$ -
$ -
Purchase of New Liability
Instruments
15
-
-
Derecognition
(
145 )
-
-
Exchange rate and other
movement
(
248
)

-

-
Allowance loss on December
31, 2020
$ 884
$ -
$ -
Balance at January 1, 2019
$ 927
$ -
$ -
Purchase of New Liability
Instruments
428
-
-
Derecognition
(
137 )
-
-
Exchange rate and other
movement

44

-

-
Allowance loss on December
31, 2019
$ 1,262
$ -
$ -
Investment under equity method
December 31,2020
December 31,2019
Investments in associates
$ 242,485
$ 217,939
Summarization About Associates With Immateriality Information
Percentage of the shareholding and voting
rights
Company Name
December 31,2020
December 31,2019
Top Taiwan X Venture Capital Co.,
Ltd.
24.75%
24.75%
Creditrating
Default
(Lifetime
expected credit
loss exists and
the credit is
impaired)

Company Name

Top Taiwan X Venture Capital Co.,
Ltd.
December 31,2020
24.75%
December 31,2019
24.75%
  • 191 -
Shares Vested in the Company
Net profit for the period from
continuing operations
Other comprehensive income
Total comprehensive income
2020
$ 25,596
-
$ 25,596
2019




$ 41,438
-
$ 41,438

For the business natures, major business locations, and the countries where the entities register, please refer to the Table 1: “Information, Location of the Invested Company”

The investment under equity method and shares of income and other comprehensive income remaining vested in the Company in it were recognized based on the affiliates' financial statements audited by the CPA for the same fiscal period.

XII. Other financial assets - net

Other financial assets-net
Time deposit with initial maturity
date more than three months away
Less: Deductible of the Refundable
Deposits (Note 16)
December 31,2020
$ 2,987,652
(
18,145
)
$ 2,969,507
December 31,2019

(

(
$ 2,985,195

30,645
)
$ 2,954,550

The interest rate ranges of time deposit and NCD on the balance sheet date are as follows:

follows:
XIII. Time deposits
Investment Properties
Investment Properties Completed
Right-of-use assets
December 31,2020
0.06% ~ 2.70%
December 31,2020
$ 2,265,866

20,891
$ 2,286,757
December 31,2019
0.12% ~ 2.85%
December 31,2019




$ 2,387,102
26,876
$ 2,413,978
  • 192 -
House and Right-of-use Right-of-use
Land building assets Total
Cost
Balance at January 1,
2019
$ 2,110,928 $
507,735
$ - $ 2,618,663
Increase - 1,353 - 1,353
Transferred from
right-of-use assets - - 32,861 32,861
Transferred from property
and equipment
9,802
529
- 10,331
Balance at December 31,
2019
$ 2,120,730
$
509,617
$ 32,861 $ 2,663,208
Accumulated
Depreciation
Balance at January 1,
2019
$ - $
228,987
$ - $ 228,987
Depreciation expense - 13,750 2,992 16,742
Transferred from
right-of-use assets - - 2,993 2,993
Transferred from property
and equipment
-
508
- 508
Balance at December 31,
2019
$ -
$
243,245
$ 5,985 $ 249,230
Net at December 31,
2019
$ 2,120,730
$
266,372
$ 26,876 $ 2,413,978
House and Right-of-use
Land building assets Total
Cost
Balance at January 1,
2020
$ 2,120,730 $
509,617
$ 32,861 $ 2,663,208
Increase - 424 - 424
Disposition
( 59,080 ) ( 54,289 ) - ( 113,369 )
Transferred to Property
and equipment
( 28,735 ) ( 10,599 ) - ( 39,334 )
Transferred from property
and equipment
28,735
10,599
- 39,334
Balance at December 31,
2020
$ 2,061,650
$
455,752
$ 32,861 $ 2,550,263
Accumulated
Depreciation
Balance at January 1,
2020
$ - $
243,245
$ 5,985 $ 249,230
Depreciation expense - 13,470 5,985 19,455
Disposition - ( 5,236 ) - ( 5,236 )
Transferred to Property
and equipment - ( 6,886 ) - ( 6,886 )
Transferred from property
and equipment
-
6,943
- 6,943
Balance at December 31,
2020
$ -
$
251,536
$ 11,970 $ 263,506
Net at December 31,
2020
$ 2,061,650
$
204,216
$ 20,891 $ 2,286,757
  • 193 -

The Company amortized depreciation on the straight-line basis for its investment properties of the following useful life:

House and building 55-60 years Right-of-use assets 5-15 years

Considering that the COVID-19 epidemic severely affected the market economy in 2020, the Company agreed that certain lease contracts may cut rent by 20% from March to May 2020, and by 10% from August to October 2020, i.e. by NT$4,615 thousand in total.

The fair value (right-of-use assets are excluded) of investment property on December 31, 2020 and 2019 was appraised by the independent appraisers, Affluence Real Estate Appraiser Firm and Y.C.R.E., based on the inputs for Level 3 fair value measurement on the balance sheet date. The appraisal was evaluated base on the “Regulations on Real Estate Appraisal”, by applying appraisal approaches including market comparison, income, analysis of land development, or cost. The applied key unobservable input is the discount rate. The fair values from the appraisals are as follows:

follows:
Fair Value
Discount rate
December 31,2020
$ 4,586,157
0.82%~5.00%
December 31,2019
$ 4,597,915
0.83%~6.00%

On May 21, 2010, the Company entered a co-building contract with Jut Land Development Co., Ltd. (“Jut Land Development”), to jointly build a building at one small section, Zhongshan Section, Zhongshan District, Taipei City. The approach of the project is co-construction for sharing building. The Company provided the land, and Jut Land Development provided fund for construction. The area of each levels and the parking lot are shared by Jut Land Development and the Company for 35% and 65%, respectively. According to the co-building contract, Jut Land Development should pay the deposit of NT$50,000 thousand to the Company (stated as deposits received) when signing the contract, with a note bond with carrying amount of NT$50,000 thousand. The Company shall return the said bond and note bond to Jut Land Development upon building delivery. On May 6, 2016, the Company signed a complementary agreement with Jut Land Development. On the signing date, the deposit of NT$50,000 thousand was returned. The last unit at A1-7F of the co-building project has been surrendered to

  • 194 -

the client on April 14, 2020. Therefore, on May 25, 2020, the note bond with carrying amount of NT$50,000 thousand was refunded to Jut Land Development.

The land provided by the Company was transferred on December 27, 2014, and the building started to be sold when the title of the building was obtained on January 27, 2015.

From January 1 to December 31, 2020, the Company disposed of the investment properties including the land and buildings at Small Section 1, Zhongshan Section, Zhongshan District, Taipei City, and generated the proceeds totaling NT$79,909 thousand (after tax). Less the book value, NT$56,583 thousand, the gains from the disposal became NT$23,326 thousand, stated as the operating revenue-gain (loss) on investment properties.

From January 1 to December 31, 2020, the Company disposed of the investment properties including the land and buildings at Small Section 3, Xinglong Section, Wenshan District, Taipei City, and generated the proceeds totaling NT$60,430 thousand (after tax). Less the book value, NT$51,550 thousand, the gains from the disposal became NT$8,880 thousand, stated as the operating revenue-gain (loss) on investment properties.

All investment properties owned by the Company was in its own interests.

The right-of-use assets included in the investment properties refers to the land rented by the Company and subleased to others in the form of operating lease.

The total amounts of the expected future lease payments from the investment properties leased as operating leases are as the following:

1styear
2ndyear
3rdyear
4thyear
5thyear
More than 5 years
December 31,2020
$ 109,829
87,388
56,701
42,640
10,460

2,659
$ 309,677
December 31,2019 December 31,2019




$ 111,209
95,946
73,142
43,170
32,626
9,624
$ 365,717
  • 195 -

XIV. Property and equipment

Cost
Balance at January 1,
2019

Increase
Disposition
Transferred to Investment
Properties

Balance at December 31,
2019

Accumulated
Depreciation
Balance at January 1,
2019

Depreciation expense
Disposition
Transferred to Investment
Properties

Balance at December 31,
2019

Net at December 31, 2019
Cost
Balance at January 1,
2020

Increase
Disposition
Transferred from
Investment Properties
Transferred to Investment
Properties

Balance at December 31,
2020

Accumulated
Depreciation
Balance at January 1,
2020

Depreciation expense
Disposition
Transferred from
Investment Properties
Transferred to Investment
Properties

Balance at December 31,
2020

Net at December 31, 2020
Own land Buildings and
ancillary
equipment
Buildings and
ancillary
equipment
Computer
equipment
Traffic and
transport
equipment
Other
equipment
Leasehold
improvements
Leasehold
improvements

Total

(






(




$ 271,576

-
-

9,802
)
$ 261,774

$ -

-
-
-

$ -

$ 261,774

$ 261,774

-
-
28,735

28,735
)
$ 261,774

$ -

-
-
-
-

$ -

$ 261,774

(


(



(


(

$ 165,259

-
-


529
)
$ 164,730

$ 91,127

3,437
-


508
)
$ 94,056

$ 70,674

$ 164,730

2,212
-

10,599

10,599
)
$ 166,942

$ 94,056

3,355
-

6,886

6,943
)
$ 97,354

$ 69,588

(



(




(



(


$ 30,005

4,100

3,417 )
-

$ 30,688

$ 13,087

6,068

3,417 )
-

$ 15,738

$ 14,950

$ 30,688

6,320

7,134 )
-
-

$ 29,874

$ 15,738

6,177

6,977 )
-
-

$ 14,938

$ 14,936
$ 9,044

116
(
211 )

-

$ 8,949

$ 4,355

1,163
(
211 )

-

$ 5,307

$ 3,642

$ 8,949

143
(
555 )
-

-

$ 8,537

$ 5,307

1,139
(
555 )
-

-

$ 5,891

$ 2,646
$ 11,929

1,017
(
2,107 )

-

$ 10,839

$ 6,393

1,856
(
2,107 )

-

$ 6,142

$ 4,697

$ 10,839

1,119
(
2,988 )
-

-

$ 8,970

$ 6,142

1,546
(
2,988 )
-

-

$ 4,700

$ 4,270










(



(


$ 7,394
3,495

-
-
$ 10,889
$ 3,760
2,477

-
-
$ 6,237
$ 4,652
$ 10,889
929

4,092 )
-
-
$ 7,726
$ 6,237
2,389

4,092 )
-
-
$ 4,534
$ 3,192
$ 495,207
8,728
(
5,735 )
(
10,331
)
$ 487,869
$ 118,722
15,001
(
5,735 )
(
508
)
$ 127,480
$ 360,389
$ 487,869
10,723
(
14,769 )
39,334
(
39,334
)
$ 483,823
$ 127,480
14,606
(
14,612 )
6,886
(
6,943
)
$ 127,417
$ 356,406

The depreciation expenses are provided on the straight-line basis during the durable life span:

span:
Building 30-35 and 55 years
Auxiliary equipment
Power transmission equipment 15-20 years
Telecommunication equipment 8-10 and 15 years
Fire-fighting equipment 10 years
Computer equipment 3-6 years
Traffic and transport equipment 3-5 years
Other equipment 4-8 years
Leasehold improvements 4 years
  • 196 -

XV. Lease Agreement

(I) Right-of-use assets

Right-of-use assets
Cost
Balance at January 1, 2019

Effects of retrospective
application of IFRS 16

Balance at January 1, 2019
(after restatement)
Increase
Decrease in the period
Transferred to Investment
Properties

Balance at December 31, 2019
Accumulated depreciation and
impairment
Balance at January 1, 2019

Effects of retrospective
application of IFRS 16

Balance at January 1, 2019
(after restatement)
Depreciation expense
Decrease in the period
Transferred to Investment
Properties

Balance at December 31, 2019
Net at December 31, 2019

Cost
Balance at January 1, 2020

Increase
Decrease in the period

Balance at December 31, 2020
Accumulated depreciation and
impairment
Balance at January 1, 2020

Depreciation expense
Decrease in the period

Balance at December 31, 2020
Net at December 31, 2020
Land
$ -

32,861

32,861
-
-


32,861
)
$ -

$ -

-

-
2,993
-


2,993
)
$ -

$ -

$ -

-
-

$ -

$ -

-
-

$ -

$ -
Building

$ -

36,144

36,144
16,998

2,380 )
-

$ 50,762

$ -

-

-
22,287

1,737 )
-

$ 20,550

$ 30,212

$ 50,762

34,850

15,792
)
$ 69,820

$ 20,550
22,206

15,585
)
$ 27,171

$ 42,649
Transport equipment
$ -


8,074

8,074
-

-


-

$ 8,074

$ -


-

-
4,154

-


-

$ 4,154

$ 3,920

$ 8,074
1,983
(
3,005
)
$ 7,052

$ 4,154
2,587
(
2,791
)
$ 3,950

$ 3,102
Total


(



(










(




(




(


(













(


(

$ -

77,079
77,079
16,998
(
2,380 )
(
32,861
)
$ 58,836
$ -

-
-
29,434
(
1,737 )
(
2,993
)
$ 24,704
$ 34,132
$ 58,836
36,833
(
18,797
)
$ 76,872
$ 24,704
24,793
(
18,376
)
$ 31,121
$ 45,751

The land rented by the Company was subleased in the form of operating lease. The relevant right-of-use assets were stated as the investment properties. Please refer to Note 13. Said right-of-use assets excluded those defined as investment properties.

(II) Lease liabilities

Lease liabilities
Face values of lease liabilities
Interest expense of lease liabilities
December 31,2020
$ 71,498
December 31,2020
$ 1,661
December 31,2019
$ 66,645
December 31,2019
$ 2,020
  • 197 -

Discount rates for the lease liabilities are as the following:

Land
Building
Transport equipment
December 31,2020
2.616%
2.366%~2.616%
2.366%~2.616%
December 31,2019
2.616%
2.616%
2.616%
  • (III) Major lessee activities and terms and conditions

When the Company is a lessee of lands and buildings, the period is 1 to 5 years.

When the lease period expires, the Company has no favorable right to purchase the leased lands.

  • (IV) Other information of Leases
Other information of Leases
Short-term lease expenses
Low-valued asset lease expenses
Total amount of cash (outflow) of
lease
Refundable deposit

Refundable deposit
Bond of Insurance Enterprises
Bond of Litigation
Others
December 31,2020
$ 132
$ 123
($ 33,188
)
December 31,2020
$ 622,187
18,377

87,353
$ 727,917
December 31,2019
$ 118
$ 13
($ 34,860
)
December 31,2019




$ 615,788
3,337

111,720
$ 730,845

XVI. Refundable deposit

  • (I) Based on Article 141 and 142 of the Insurance Act, an insurance enterprise shall post bond at the national treasury in an amount equal to 15% of the total amount of its paid-in capital or paid-in fund. The bond posted is not to be returned except suspending business and having liquidation completed. The Company offset it with the government bonds.

  • (II) The Company has paid the following assets as bonds for legal actions and others on December 31, 2020 and 2019.

December 31, 2020 and 2019.
Other financial assets
- Time deposits
Cash and cash equivalents
December 31,2020
$ 18,145

87,585
$ 105,730
December 31,2019




$ 30,645

84,412
$ 115,057
  • 198 -

XVII. Reserve for liabilities

December 31, 2020 December 31, 2019 Net defined benefit liability $ 82,378 $ 84,127

(I) Defined contribution plan

The “Labor Pension Act” is applicable to the Company, which is a defined contribution plan managed by the Government. Monthly contributions equal to 6% of each employee’s monthly salary are made to employees’ pension accounts.

(II) Ascertained fringe benefit plans

The pension system implemented by the Company based on the “Labor Standards Act” is a defined benefit plan managed by the Government. The pension benefits a participant receives are determined based on an employee’s number of years of service and average compensation for the 6-month period prior to retirement. The Company contributes an amount equal to 2% of salaries paid each month to the Labor Pension Fund Supervisory Committee (the Committee) and deposited in the Committee’s name in the Bank of Taiwan. Before the end of each year, if the amount of the balance in the Funds is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to

fund the difference in one appropriation that should be made before the end of March of the next year. The Funds are operated and managed by the government’s designated authorities; as such, the Company does not have any right to intervene in the investments of the Funds.

Amounts recognized in the balance sheet in respect of these defined benefit plans were as follows:

plans were as follows:

Present value of defined benefit
obligation
Fair value of plan asset
Net defined benefit liability
December 31,2020
$ 140,575
(
58,197
)
$ 82,378
December 31,2019

(

(
$ 141,437

57,310
)
$ 84,127
  • 199 -

Movement of the net defined benefit liability are as following:

January 1, 2019

Service cost
Current service cost
Interest expense (revenue)

Recognized into profit and/or
loss

Remeasurements
Plan asset return (the
amount included in the
net interests is excluded)
Actuarial gains and losses -
movement of
demographic assumption
Actuarial gains and losses -
movement of financial
assumption
Actuarial gains and losses -
experience adjustments
Recognized under other
comprehensive income

Contributions from employer
Benefits paid

December 31, 2019

Service cost
Current service cost
Interest expense (revenue)

Recognized into profit and/or
loss

Remeasurements
Plan asset return (the
amount included in the
net interests is excluded)
Actuarial gains and losses -
movement of
demographic assumption
Actuarial gains and losses -
movement of financial
assumption
Actuarial gains and losses -
experience adjustments
Recognized under other
comprehensive income

Contributions from employer
Benefits paid

December 31, 2020
Present value
of defined
benefit
obligation
$ 135,551

1,504

1,519


3,023


-

807
5,603
(
593
)

5,817

-
(
2,954
)

141,437

1,548

1,053


2,601


-

751
116
(
250
)

617

-
(
4,080
)
$ 140,575
Fair value of
planasset
($ 50,703
)

-
(
581
)
(
581
)
(
1,756 )

-

-

-

(
1,756
)
(
7,224 )

2,954

(
57,310
)

-
(
432
)
(
432
)
(
1,831 )

-

-

-

(
1,831
)
(
2,704 )

4,080

($ 58,197
)
Net defined
benefit liability
(asset)





(

(





(

(
$ 84,848

1,504

938

2,442
(
1,756 )

807

5,603
(
593
)

4,061
(
7,224 )

-

84,127

1,548

621

2,169
(
1,831 )

751

116
(
250
)
(
1,214
)
(
2,704 )

-
$ 82,378
  • 200 -

Through the defined benefit plans under the “Labor Standards Act”, the Company is exposed to the following risks:

  1. Investment risk: The pension funds are invested in domestic and overseas equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau of Labor Funds, MOL or under the mandated management. However, the distributable amount of the plan assets of the Company, is the income calculated based on the rate no lower than the average interest rate on a 2-year time deposit published by the local banks.

  2. Interest risk: A decrease in the government bond/corporate bond interest rate will increase the present value of the defined benefit obligation; however, net defined benefit liability, this will be partially offset by an increase in the return on the debt investments of the plan assets.

  3. Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The present value of the defined benefit obligation is calculated by qualified actuaries, and the material assumptions on the measurement date are as follows:

Discount rate
Average long term
wage-adjustment rate
December 31,2020
0.50%
2.00%
December 31,2019
0.75%
2.25%

Shall the material actuarial assumptions occur reasonable and possible changes, respectively, where all other assumptions remaining the same, the present value of defined benefit obligation will be caused to increase (decrease) as the following

Discount rate
Increase 0.25%
Decrease 0.25%
Average long term
wage-adjustment rate
Increase 0.25%
Decrease 0.25%
December 31,2020
($ 3,543
)
$ 3,682
$ 3,565
($ 3,450
)
December 31,2019 December 31,2019
(


(
(


(
$ 3,777
)
$ 3,929
$ 3,807
$ 3,680
)
  • 201 -

As the actuarial assumptions may be interrelated, it is not very likely that only one assumption changes, and thus the abovementioned analysis of sensitivity may not reflect the changes of present value of defined benefit obligations.

December 31,2020
Amount expected to be
provided within 1 year
$ 2,688
Average maturity for the
defined benefit obligation
10.1 Years
Reinsurance contract asset and Insurance liabilities
December 31,2020
Less benefits & claims recovered
from reinsurers
$ 21,187
Less: allowance loss
(
106
)
$ 21,081
Due from reinsurers and ceding
companies
$ 174,240
Due from reinsurers and ceding
companies - Non-accrual loan
11,734
Less: allowance loss
(
14,958
)
$ 171,016
Reinsurance reserve asset - net
Ceding unearned premium
reserves
$ 802,184
Ceding claims reserves
925,404
Less: Accumulated
impairment
(
314
)
$ 1,727,274
Insurance liabilities
Unearned premium reserves
$ 3,447,801
Claim reserves
2,894,345
Special reserves
2,118,699
Premium deficiency reserves

7,588
$ 8,468,433
December 31,2020
Amount expected to be
provided within 1 year
$ 2,688
Average maturity for the
defined benefit obligation
10.1 Years
Reinsurance contract asset and Insurance liabilities
December 31,2020
Less benefits & claims recovered
from reinsurers
$ 21,187
Less: allowance loss
(
106
)
$ 21,081
Due from reinsurers and ceding
companies
$ 174,240
Due from reinsurers and ceding
companies - Non-accrual loan
11,734
Less: allowance loss
(
14,958
)
$ 171,016
Reinsurance reserve asset - net
Ceding unearned premium
reserves
$ 802,184
Ceding claims reserves
925,404
Less: Accumulated
impairment
(
314
)
$ 1,727,274
Insurance liabilities
Unearned premium reserves
$ 3,447,801
Claim reserves
2,894,345
Special reserves
2,118,699
Premium deficiency reserves

7,588
$ 8,468,433
December 31,2019 December 31,2019
$ 2,676
10.8 Years
December 31,2019
Less benefits & claims recovered
from reinsurers
Less: allowance loss
Due from reinsurers and ceding
companies
Due from reinsurers and ceding
companies - Non-accrual loan
Less: allowance loss
Reinsurance reserve asset - net
Ceding unearned premium
reserves
Ceding claims reserves
Less: Accumulated
impairment
Insurance liabilities
Unearned premium reserves
Claim reserves
Special reserves
Premium deficiency reserves

(


(


(






(


(



(





$ 32,778
164
)
$ 32,614
$ 105,796
9,009
11,732
)
$ 103,073
$ 751,510
1,036,813
4,287
)
$ 1,784,036
$ 3,215,885
2,888,112
2,141,949
7,154
$ 8,253,100

XVIII. Reinsurance contract asset and Insurance liabilities

(I) Less benefits & claims recovered from reinsurers

Upon determination of the recoverability of claim recoverable from reinsurers, the Company took into account and all changes in the quality of credit of the claim

  • 202 -

recoverable from reinsurers during the period starting from the initial granting of the loan until the balance sheet date. The Company provides the allowance for loss based on the “Regulations Governing the Procedures for Insurance Enterprises to Evaluate Assets and Deal with Non-performing/Non-accrual Loans,” and all the claims that are overdue for nine months and recoverable from reinsurers are transferred to the non-accrued loans.

This is the current payment resulted from ceding reinsurance business among insurer’s peer, and thus the concentration of the credit risk is limited.

  • (II) Due from reinsurers and ceding companies

Upon determination of the recoverability of due from reinsurers and ceding companies, the Company took into account and all changes in the quality of credit of the due from reinsurers during the period starting from the initial granting of the loan until the balance sheet date. The Company provides the allowance for loss based on the “Regulations Governing the Procedures for Insurance Enterprises to Evaluate Assets and Deal with Non-performing/Non-accrual Loans,” and all the due from reinsurers overdue for nine months are transferred to the non-accrued loans.

This is the current payment resulted from ceding and inward reinsurance business among insurer’s peer and thus the concentration of the credit risk is limited.

  • (III) Movement of allowance for loss for Claim recoverable from reinsurers and due from reinsurers and ceding companies are as follows:
Balance at January 1, 2019

Less: Reversal in the current
year
Balance at December 31, 2019
Balance at January 1, 2020

Add: Provision (reversal) in the
current year
Balance at December 31, 2020
Impairment
loss by
individual
assessment
$ 16,181

8,253
)
$ 7,928

$ 7,928
3,283

$ 11,211
Impairment
loss by group
assessment
$ 14,827
(
10,859
)
$ 3,968

$ 3,968
(
115
)
$ 3,853
Total

(




(


(

(



$ 31,008

19,112
)
$ 11,896
$ 11,896
3,168
$ 15,064

The Company does not hold any collateral for the outstanding balances of such receivables.

  • 203 -

(IV) Allowance for loss of the non-accrual loan

As of December 31, 2020, the impairment or unrecoverable amount has been evaluated for the due from reinsurers and ceding companies, and the allowance for loss has been provided as NT$11,211 thousand.

As of December 31, 2019, the impairment or unrecoverable amount has been evaluated for the due from reinsurers and ceding companies, and the allowance for loss has been provided as NT$7,928 thousand.

(V) Reinsurance reserve asset and Insurance liabilities

Movement of increase/decrease for reinsurance reserve assets and insurance liabilities during 2020

Reinsurance reserve asset-
net
Ceding unearned premium
reserves
Total amount

Recognized
impairment loss

Ceding claims reserves

Reported but not yet
paid
Not yet reported

Recognized
impairment loss

Total of Reinsurance
reserve asset

Insurance liabilities

Unearned premium reserves
Claim reserves

Reported but not yet
paid
Not yet reported


Special reserves

Special reserves for
material accidents
Special reserves for
hazard changes
Other special reserves

Premium deficiency
reserves
Total insurance
liabilities
January 1,
2020
$ 751,510
-

751,510


667,090
369,723

4,287
)
1,032,526

$ 1,784,036


January 1,
2020

$ 3,215,885


1,848,738
1,039,374

2,888,112


186,099
796,548
1,159,302

2,141,949

7,154

$ 8,253,100
Provision of
the Period
$ 760,057

-

760,057

557,847
367,557
-

925,404

$ 1,685,461

Provision of
the Period
$ 3,351,289

1,858,918
1,035,427

2,894,345

-
-
8,803

8,803

7,588

$ 6,262,025
Recovery of
the Period
$ 709,383

-

709,383

667,090
369,723
-

1,036,813

$ 1,746,196

Recovery of
the Period
$ 3,119,373

1,848,738
1,039,374

2,888,112

8,091
-
23,962

32,053

7,154

$ 6,046,692
Others
$ -

-

-

-
-
3,973

3,973

$ 3,973

Others
$ -

-
-

-

-
-
-

-

-

$ -
December 31,
2020
December 31,
2020





(





















$ 802,184

-

802,184
557,847
367,557
(
314
)

925,090
$ 1,727,274
December 31,
2020







































$ 3,447,801
1,858,918
1,035,427
2,894,345
178,008
796,548
1,144,143
2,118,699
7,588
$ 8,468,433
  • 204 -

Movement of increase/decrease for reinsurance reserve assets and insurance liabilities during 2019:

Reinsurance reserve asset-
net
Ceding unearned premium
reserves
Total amount

Recognized
impairment loss

Ceding claims reserves

Reported but not yet
paid
Not yet reported

Recognized
impairment loss

Total of Reinsurance
reserve asset

Insurance liabilities

Unearned premium reserves
Claim reserves

Reported but not yet
paid
Not yet reported


Special reserves

Special reserves for
material accidents
Special reserves for
hazard changes
Other special reserves

Premium deficiency
reserves
Total insurance
liabilities
January 1,
2019
$ 731,042
-

731,042


562,855
390,112

4,533
)
948,434

$ 1,679,476



$ 3,045,561


1,779,386
1,075,806

2,855,192


194,190
805,099
1,188,936

2,188,225

8,660

$ 8,097,638
Provision of
the Period
$ 730,307

-

730,307

667,090
369,723
-

1,036,813

$ 1,767,120

$ 3,155,772

1,848,738
1,039,374

2,888,112

-
-
-

-

7,154

$ 6,051,038
Recovery of
the Period
$ 709,839

-

709,839

562,855
390,112
-

952,967

$ 1662,806

$ 2,985,448

1,779,386
1,075,806

2,855,192

8,091
8,551
29,634

46,276

8,660

$ 5,895,576
Others
$ -

-

-

-
-
246

246

$ 246

$ -

-
-

-

-
-
-

-

-

$ -
December 31,
2019
December 31,
2019





(





























































(








$ 751,510
-
751,510
667,090
369,723

4,287
)
1,032,526
$ 1,784,036
$ 3,215,885
1,848,738
1,039,374
2,888,112
186,099
796,548
1,159,302
2,141,949
7,154
$ 8,253,100

Note: According to the “Directions for Strengthening Natural Disaster Insurance (Commercial Earthquake, Typhoon and Flood Insurance) Reserve by Non-Life Insurance Enterprises”, issued with Jin-Guan-Bao-Cai-Zi No. 10102515061, November 9, 2012, the special reserves for material accidents are reclassified to the special reserves for hazard changes.

  • 205 -

Based on the “Directions for Strengthening Natural Disaster Insurance (Commercial Earthquake, Typhoon, and Flood Insurance) Reserve by Non-Life Insurance Enterprises”, the “Notes to Enhancing the Reserves of Members of Residential Earthquake Insurance Co-Insurance Organization”, and the Requirement 2 specified in the Letter Jin-Guan-Bao-Cai-Zi No. 10102517095, December 28, 2012, from January 1, 2013, the Company first complements the reserves for material accidents for commercial earthquake insurance and typhoon and flood insurance and the special reserves for hazard changes to the full water level with the special reserves accounted under the liabilities provided before December 31, 2012; the remaining, after deducting the income tax, is accounted to the special earning reserves under Equity based on IAS 12.

In 2020, the summary of effects to which the enhancing disaster reserve mechanism, and reserves of enhancing residential earthquake and nuclear energy insurance are listed as follows:

insurance are listed as follows:
Amount applied

Amount not applied
Effects
Net Profit for
the Period
$ 687,595

681,122

$ 6,473
Earnings Per
Share(EPS)
$ 1.90

1.88

$ 0.02
Total
Liabilities
$10,000,103
8,795,242

$ 1,204,861
(
Equity






$ 9,580,533
10,634,072
$ 1,053,539
)

In 2019, the summary of effects to which the enhancing disaster reserve mechanism, and reserves of enhancing residential earthquake and nuclear energy insurance are listed as follows:

insurance are listed as follows:
Amount applied

Amount not applied
Effects
Net Profit for
the Period
$ 703,129

689,815

$ 13,314
Earnings Per
Share(EPS)
$ 1.94

1.90

$ 0.04
Total
Liabilities
$ 9,799,041
8,586,089

$ 1,212,952
Equity








(
$ 9,087,874
10,134,940
$ 1,047,066
)
  • 206 -

XIX. Equity

(I)
(II)
Capital
Common Stock

Authorized shares (thousand shares)
Authorized capital
The number of issued and
outstanding shares with paid-in
capital (thousand shares)
Issued and outstanding share capital
Capital surplus
May be used for making up
losses, or be distributed cash
or provided as the share
capital
Premium in stock issuance
Treasury stock transaction
December 31,2020


600,000
$ 6,000,000

362,200

$ 3,622,004
December 31,2020
$ 1,915

97,047
$ 98,962
December 31,2019 December 31,2019

600,000
$ 6,000,000

362,200
$ 3,622,004
December 31,2019




$ 1,915

97,047
$ 98,962

Such capital surplus may be used to offset a deficit; when the Company has no deficit, such capital surplus may be distributed as cash dividends or stock dividends up to a certain percentage of the Company’s paid-in capital.

  • (III) Retained earnings and dividend policy

Based on the distribution of earnings policy in the Company Charter, shall there be earnings after the annual settlement, the earnings shall offset the accumulated deficit from the previous years, and pay all the taxes, and 20% of the remaining shall be provided as the legal reserve. However, if the legal reserve reaches the total capital of the Company, the said requirement is not applicable. When the special reserve is provided or reversed based on laws, the remaining amount may be combined with the balance of the undistributed earnings at the beginning of the period and the adjusted amount of the undistributed earnings of the year, for the purpose of proposing the earnings distributions for the shareholders’ meeting to determine. For the motion for distribution of earnings referred to in the preceding paragraph, the distributable dividends and bonuses, in whole or in part, are paid in cash after a resolution has been adopted by a majority votes at a meeting of the

  • 207 -

Board of Directors attended by two-thirds of the total number of directors, and a report of such distribution shall be submitted to the shareholders’ meeting. For the policy for distributing compensation of employees and directors specified in the Company Charter, please refer to Note 20(7), “Compensations of Employees and Directors.”

The Company is an insurance enterprise. As the competition has been intensifying since the opening of the insurance market, by taking into account of the ability of covering of the Company, enhancement of solvency, future needs of funds, and the long-term financial plans, as well as to properly meet the shareholders’ demand for cash inflows, the Board of Directors takes stable and balanced dividend policy for the profit distribution proposal of the year, and adjust the percentage of the equity dividend and cash dividends upon its discretions. The cash dividends are no less than 10% of the total dividends; however, if the cash dividend per share is lower than NT$0.1, it may be distributed in equity dividend.

Based on the “Regulations on Provision of Various Reserves for Insurance Enterprises” amended by the Letter Jin-Guan-Bao-Cai-Zi No. 09802513192, December 28, 2009, from January 1, 2011, the new provisions of the special reserves for material accidents and the special reserves for hazard changes each year shall be accounted to special reserves at the end of each year. Therefore, the earning of this portion shall not be distributed or used of other purpose. As of December 31, 2020 and 2019, the net provision was NT$ 172,097 thousand and NT$ 198,646 thousand, respectively.

The legal reserve shall be provided until the balance achieve the amount of the total paid-up capital of the Company; the legal reserve can be used to offset the deficits. Where the Company did not operate at a loss, the part of the legal reserve in excess of 25% of the paid-in capital could be taken as capital and may be allocated in cash as well. Furthermore, based on Jin-Guan-Bao-Cai-Zi No. 10202501991, “the insurance enterprises that intend to distribute the legal reserve and capital surplus in cash pro rata to the original holdings of shareholders based on Article 241 of the Company Act shall meet certain criteria”, to enhance the solvency and strengthen the operation of the companies, not only to meet the abovementioned criteria are to be met, the following requirements are also to be met, and such distribution shall be approved by FSC before the shareholders’ meeting, the legal reserve and capital surplus may be distributed in cash based on Article 241 of the Company Act.

  • 208 -

The criteria specified in Jin-Guan-Bao-Cai-Zi No. 10202501991 are as follows:

  1. The legal reserve provided based on Paragraph 1, Article 145-1 of the Insurance Act has achieved the total amount of paid in capital or funds.

  2. The ratio of self-owned capital to the risk capital has achieved 250% after deducting the distribution of earnings in cash, cash distributed from capital reserve, and cash distributed from legal reserve.

  3. The latest financial report for the year and six months (if the application date exceeding more than six month over the year) are certified by CPA without reserved opinion.

  4. The improvements have been made according to the advices for internal control provided by CPA when conducting auditing and certification within the latest year and six months (if the application date exceeding more than six month over the year) .

  5. No fine over NT$ 1 million has been enforced by the competent authorities within the past year. However, shall the tangible improvement against these violations have been made and approved by the competent authorities, the previous requirement does not apply.

  6. Healthy financial business with solvency.

  7. There is no deficit or accumulated deficit, and on other fact showing any material internal control defect or possible hurdle to healthy operations.

The Company has held the general meeting on June 12, 2020 and June 14, 2019, and resolved to pass the distribution of the earnings for 2019 and 2018, respectively, as the following:

as the following:
Legal reserve

Special reserve
Cash dividend
Dispositionof net earnings

2019
2018
$ 139,252 $ 112,060
197,621
184,465
362,201
325,981
DividendsPerShare ($)
2019
$ 139,252
197,621
362,201
2019


$ 1.0
2018
$ 0.9

The motion for 2020 allocation of earnings drafted by the Board of Directors on March 26, 2021 is stated as following:

Legal reserve
Special reserve
Cash dividend
Disposition of net
earnings
$ 142,688
170,425
398,421
Dividends Per
Share($)
$ 1.1
  • 209 -

Said cash dividends have been allocated upon resolution of the Board of Directors. The remainder will be disposed of per the resolution made at the general shareholders' meeting on June 18, 2021.

(IV) Special reserve

The movement of special reserve of 2020 and 2019 are as follows:


2019
Balance - beginning of
year
Accounted of the year
Recovery of the year

Balance - end of year

2020
Balance - beginning of
year
Accounted of the year
Recovery of the year

Balance - end of year
Special reserves
$ 1,536,861
224,794
(
26,148
)
$ 1,735,507

$ 1,735,507
238,213
(
66,116
)
$ 1,907,604
Provisions by
initial
application of
IFRSs
$ 671,714

-

-

$ 671,714

$ 671,714

-

14,267
)
$ 657,447
Special reserve
form fin-tech
employee
transformation
$ 6,554

2,801
(
1,025
) (
$ 8,330

$ 8,330

-
(
1,672
) (
$ 6,658
Total

(


(






(


(



(
$ 2,215,129

227,595

27,173
)
$ 2,415,551
$ 2,415,551

238,213

82,055
)
$ 2,571,709

When the Company initially applied IFRSs, the unrealized value added amount from the re-evaluation is NT$698,510 thousand, and the special reserve has been provided for the same amount. As of the reporting date, for the disposal of property and equipment, NT$41,063 thousand of special reserve provided for the unrealized value added amount from the re-evaluation for real estate, will be reversed.

The special reserve provided for the investment properties other than lands when initially applying IFRSs, may be reversed period by period during the usage period. The special reserve provided for lands, may be reversed when being disposed or reclassified. When distributing earnings, the special reserve shall be provided for the difference between the net deduction under other equity to shareholders and the special reserve provided for the initial application of IFRSs. Afterwards, if there is any reversal for the deduction under other equity to shareholders, the reversed portion may be distributed of earnings.

Based on Jin-Guan-Bao-Cai-Zi No. 10502066461 Letter on July 13, 2016, to respond to the development trend of fin-tech, assist the employees of insurance

  • 210 -

enterprises, and protect their interests, an insurance enterprises shall, when distributing the earnings of FY 2016 to 2018, a special reserve shall be made based on the range of 0.5% to 1% of after-tax earning against the distributable earnings. According to the decree under Jin-Guan-Bao-Cai-Zi No. 10804932431 dated July 30, 2019, since the fiscal year of 2019, when disbursing related expenses, the insurance industry may reverse the same amount within the balance of the special reserve provided by the earnings of the fiscal years of 2016~2018.

(V)

Other equity

Unrealized valuation gain and losses on financial assets at fair value through other comprehensive income

other comprehensive income
Balance - beginning of year
Those yielded in the current
term
Unrealized profit/loss
Liability instruments
Equity instrument
Adjustment to the
allowance loss of bond
instrument
Other comprehensive profit
(loss) for the period
The accumulated profit/loss by
disposing equity instrument
transferred to the retained
earnings
Balance - end of year
2020
$ 46,941
)
35,416
131,256

378
)
166,294

10,609
)
$ 108,744
2019
(

(

(
(



(
(
$ 345,480
)
20,947
279,689
335
300,971

2,432
)
$ 46,941
)

XX. Net Income from continuing operation

(I) Financial assets at fair value through profit (or loss)

Gain on disposal
Dividend
Evaluated benefits
Equity instrument
Liability instruments
2020
$ 9,780
10,255
35,949
8,476
$ 64,460
2019


$ 64,929
11,777
(
15,437 )

4,503
$ 65,772
  • 211 -

  • (II) Realized gain and losses on financial assets at fair value through other comprehensive income

comprehensive income
Dividend
Gain and loss from the disposal
2020
$ 139,225
4,054
$ 143,279
2019




$ 120,057
-
$ 120,057

(III) Investment Property profit (or loss)

Investment Property profit (or loss)
Rental revenue from investment
properties
Gain/Loss of disposal of
investment properties
Direct operational expenses of
investment properties
2020
$ 110,165
32,206

33,516
)
$ 108,855
2019

(
$ 141,922
-
(
34,772
)
$ 107,150
  • (IV) Expected credit impairment losses and reversal of gains of investments
2020
Bond instruments measured at
fair value through other
comprehensive income
$ 378

Gain (loss) of Foreign Currency Exchange
2020
Gain (loss) of investment
exchange
( $ 35,052 )
Other gain (loss) of exchange
(
12,350
)
($ 47,402
)
2019
( $ 335
)
2019
( $ 25,856 )
(
3,160
)
($ 29,016
)
  • (V) Gain (loss) of Foreign Currency Exchange

  • 212 -

(VI) Summary of nature of employee benefits, depreciatio and amortization for the period

2020 2019
Classified as
operating cost
Classified as
operating
expense
Total Classified as
operating cost
Classified as
operating
expense
Total
Employee fringe
benefit expenses
$ 247,596 $ 758,966 $ 1,006,562 $ 250,760 $ 743,856 $ 994,616
Salaries expense
247,596
616,790 864,386 250,760 601,971 852,731
Expenses for
labor and
health
insurance
- 59,885 59,885 - 59,291 59,291
Pension expense
-
29,955 29,955 - 29,697 29,697
Remuneration to
directors
- 36,725 36,725 - 35,164 35,164
Other employee
fringe benefit
expenses
- 15,611 15,611 - 17,733 17,733
Depreciation expense -
Property and
equipment
- 14,606 14,606 - 15,001 15,001
Depreciation expense -
Investment
properties
19,455 - 19,455 19,735 - 19,735
Depreciation expense -
Right-of-use assets
- 24,793 24,793 - 26,441 26,441
Amortization expenses
-
3,226 3,226 - 2,438 2,438
  • Note 1: The amount of employees for this year and the previous year is 899 and 904,

  • respectively; among them, 9 directors do not concur as employees.

  • Note 2: The average employee benefit expenses for the year and the previous year were NT$1,090 thousand and NT$1,072 thousand.

  • Note 3: The average employee salary expenses for the year and the previous year were NT$971 thousand and NT$953 thousand.

  • Note 4: The average employee salary expense adjusted by 1.89%.

  • Note 5: The remuneration to the Company’s directors (including independent directors) and managers shall be defined based on the Company’s entire operating results, future business risk and development trend for the industry, and in reference to the personal performance achievement rate and contribution to the Company. The related performance assessment and reasonableness of salary and remuneration are already reviewed and approved by Remuneration Committee and Board of Directors. Meanwhile, the remuneration system will be reviewed from time to time subject to the overview of business and related laws, in order to balance the Company’s sustainability and risk control. The remuneration to employees shall be defined based on the salary market’s conditions, the Company’s overview of

  • 213 -

operation and organizational structure, and in reference to the employees’ academic background/work experience, professional knowledge and expertise, seniority and personal performance. Meanwhile, bonus will be distributed subject to the Company’s operating performance and employees’ personal performance.

(VII) Compensation to Employees and Remuneration to Directors

The Articles of Incorporation amended by the Company has been approved per the resolution made by the shareholders’ meeting on June 12, 2020. Based on the amended Articles of Incorporation, the Company allocated the remuneration to employees and directors at 1–5% and no more than 5% of the pre-tax profit before allocating the remuneration to employees and directors in the year. No independent directors were allowed to participate in the allocation of remuneration to directors. Based on the Articles of Incorporation before the amendments thereto, the Company provided the remuneration to employees and directors at 1–5% and no more than 5% of the pre-tax profit before allocating the remuneration to employees and directors in the year. The estimated employees’ compensation and directors’ remuneration for 2020 and 2019 are respectively resolved by the Board of Directors on March 26, 2021 and March 20, 2020, as the following:

Percentage of estimation

Percentage of estimation
Employee Compensation
Directors’ remuneration
2020
2.50%
2.50%
2019
2.50%
2.50%

Amount

Amount
Employee Compensation
Directors’ remuneration
2020
$ 20,340
$ 20,340
2019


$ 21,939
$ 21,939

Shall there be any change to the annual financial report after the reporting date, the accounting treatment shall be applied, and the adjustment is accounted in the next year.

The estimated employees’ compensation and directors’ remuneration for 2019 and 2018 are respectively resolved by the Board of Directors on March 20, 2020 and March 22, 2019, as the following:

  • 214 -
Employee Compensation
Directors’ remuneration
2020
Cash
$ 21,939
$ 21,939
2019
Cash

$ 17,721
$ 17,721

The actual resolved amounts for the employees’ compensation and directors’ remuneration for 2019 and 2018 are not different from the amounts recognized in the financial statement of 2019 and 2018.

For the information about remuneration o employees and directors resolved by the Board of Directors, please check the “Market Observation Post System” at TWSE.

XXI. Income tax of the units in continued business operation

(I) Income tax recognized in profit and/or loss

The income tax expenses are primarily composed of the following items:

Income tax for the current
Incurred in the year
Additional business profit
tax levied on
unappropriated retained
earnings
Adjustment of previous
year(s)
Deferred income tax
Incurred in the year
The income tax expenses
recognized in profit and/or
loss
2020
$ 106,899
-

6,511
)
100,388

15,044
)
$ 85,344
2019

(

(




$ 127,748
618
379
128,745
1,778
$ 130,523

The reconciliations of accounting incomes and income tax expense are as follows:

  • 215 -
2020 2019
Net Income before income tax
from continuing operation $ 772,939 $ 833,652
The income tax expense for the
pre-tax net profit is
calculated based on the
mandatory tax rates $ 154,588 $ 166,730
Loss in expense which could
not be reduced from tax (
7,094
) 6,084
Exempted from income tax (
48,216
) (
43,365 )
Additional business profit tax
levied on unappropriated
retained earnings - 618
Temporary difference not
recognized. (
7,423
) 77
Adjustment from utilizing the
current income tax expense
of the previous year to the
year. ( 6,511
) 379
The income tax expenses
recognized in profit and/or
loss $ 85,344 $ 130,523

According to the decree under Tai-Cai-Shui-Zi No. 10904558730, the Company stated the net increase in retained earnings at the beginning of 2018 resulting from retroactive adjustment upon the first-time application of IFRS 9, in the stock dividends or earnings allocated in 2020, as a deduction item for undistributed earnings for 2018.

  • (II) Income tax recognized under other comprehensive income
2020 2020 2019 2019
Deferred income tax
Incurred in the year
- Remeasurement of
defined benefit plans $ 243 ($ 812
)
Income tax liabilities of the period
December31,2020 December31,2019
Income tax liabilities of the
period
Income tax payable $ 38,823 $ 64,964

(III) Income tax liabilities of the period

  • 216 -

(IV) Deferred income tax assets and liabilities

The deferred income tax assets and liabilities show the following changes:

2020

2020
DEFERRED INCOME TAX
ASSETS
Temporary difference
Excesses of allowance
for losses
Pension exclusions
Loss in actuarial
calculation of
ascertained fringe
benefits
Unrealized foreign
exchange losses

DEFERRED INCOME TAX
LIABILITIES
Temporary difference
Land revaluation
increment
2019
DEFERRED INCOME TAX
ASSETS
Temporary difference
Excesses of allowance
for losses
Pension exclusions
Loss in actuarial
calculation of
ascertained fringe
benefits
Unrealized foreign
exchange losses

DEFERRED INCOME TAX
LIABILITIES
Temporary difference
Land revaluation
increment
Balance -
beginning of
year
$ 3,488
4,535
12,290
9,009

$ 29,322

$ 274,092

Balance -
beginning of
year
$ 9,414
5,491
11,478
3,905

$ 30,288

$ 274,092
Recognized
into profit
and/or loss
$ 1,533

107 )

-
6,195

$ 7,621

$ 7,423
)
Recognized
into profit
and/or loss
$ 5,926 )

956 )

-
5,104

$ 1,778
)
$ -
Recognized
under other
comprehensive
income
$ -

-
(
243 )

-

($ 243
)
$ -

Recognized
under other
comprehensive
income
$ -

-

812

-

$ 812

$ -
Balance - end
ofyear




(



(
$ 5,021

4,428

12,047

15,204
$ 36,700
$ 266,669
Balance - end
ofyear



(
(


(










$ 3,488

4,535

12,290
9,009
$ 29,322
$ 274,092
  • 217 -

(V) Verification of income tax

The Company’s profit-seeking enterprise income tax returns through 2018 have

been examined and approved by the tax authority.

XXII. Earnings Per Share (EPS)

Earnings Per Share (EPS)
Basic EPS
Diluted EPS
2020
$ 1.90
$ 1.89
2019


$ 1.94
$ 1.93

The average amounts of shares for calculating the net profit of EPS and the average weighted of common shares are as follows:

NET PROFIT FOR THE PERIOD

NET PROFIT FOR THE PERIOD
Net profit attributed to the
shareholders of the Company/
Net profit used to calculate EPS
Net profit attributed to the
shareholders of the Company/
Net profit used to calculate
diluted EPS
SHARES
The weighted average number of
common shares to be used to
calculate basic earnings per
share (EPS)
Potential impact of common stock
with dilution:
Employee Compensation
The weighted average number of
common shares to be used to
calculate diluted earnings per
share (EPS)
2020
$ 687,595

$ 687,595

Unit:
2020
362,200

1,265

363,465
2019
$ 703,129
$ 703,129
thousand shares
2019
362,200
1,244
363,444





If the Company may opt to release the employees’ compensation in shares or cash, the calculation of diluted EPS assumes the employees’ compensation is released in shares, and included the weighted average outstanding shares when such common shares have diluting effect, to calculate the diluted EPS. When calculating the diluted EPS before resolving the amount of shares to be released as the employees’

  • 218 -

compensation in the next year, the diluting effects of such potential common shares are taken into account still.

XXIII. Capital risk management

The ratio of self-owned capital to the risk capital, defined by the “Regulations Governing Capital Adequacy of Insurance Companies.” The Company applies the ratio of capital adequacy as the managerial benchmark of capital adequacy.

The basic goal of the self-owned capital management of the Company is that the self-owned capital of the Company shall be sufficient to meet the regulatory capital requirement, as well as the minimum mandatory ratio of capital adequacy. Regarding the provision calculation of the qualified self-owned capital, the regulations of the competent authorities shall be followed. To cause the Company owns sufficient capitals to assume various risks, the needed capitals shall be evaluated based on the risk portfolios faced by the Company and their risk characteristics, and the optimization of the resource allocation shall be achieved by executing risk management via resource allocation.

  • 219 -

XXIV. Financial instruments

  • (I) Information of Fair Value - financial instruments at fair value on the repetitive basis.

  • Level of fair value

Level of fair value
December 31, 2020
Financial assets at fair
value through profit
or loss
TWSE/GTSM listed
shares

Beneficiary certificates
of funds
Domestic financial
bonds
Domestic corporate
bonds

Total

Financial assets at fair
value through other
comprehensive
income
Investments in equity
instruments
- TWSE/GTSM
listed shares and
emerging shares
- Unlisted
domestic shares
Investments in liability
instruments
- Domestic
financial bonds
- Domestic
corporate bonds
- Overseas
corporate bonds
- Overseas
financial bonds
Total
Level 1
$ 204,920
156,780
-

-

$ 361,700

$3,310,661

-

-

-

-

-

$3,310,661
Level 2
$ -

-

-

-

$ -

$ -

-

49,998

104,110

693,692

-

$ 847,800
Level3
$ -

-
1,054,592

522,397

$1,576,989

$ -

358,056

-

-

-

142,258

$ 500,314
Total




















$ 204,920

156,780
1,054,592

522,397
$1,938,689
$3,310,661

358,056

49,998

104,110

693,692

142,258
$4,658,775
  • 220 -

December 31, 2019

December 31, 2019
Financial assets at fair
value through profit
or loss
TWSE/GTSM listed
shares

Beneficiary certificates
of funds
Domestic financial
bonds
Domestic corporate
bonds

Total

Financial assets at fair
value through other
comprehensive
income
Investments in equity
instruments
- TSEC/GTSM
listed shares

- Unlisted
domestic shares
Investments in liability
instruments
- Domestic
financial bonds
- Domestic
corporate bonds
- Overseas
corporate bonds
- Overseas
financial bonds
Total
Level 1
$ 255,708
101,131
-

10,385

$ 367,224

$2,863,573

-

-

-

-

-

$2,863,573
Level 2
$ -

-

-

-

$ -

$ -

-

150,240

104,697

755,041

-

$1,009,978
Level3
$ -

-

886,425

511,703

$1,398,128

$ -

365,862

-

-

-

150,000

$ 515,862
Total































$ 255,708

101,131

886,425

522,088
$1,765,352
$2,863,573

365,862

150,240

104,697

755,041

150,000
$4,389,413

There was no transfer between fair value measurement level 1 and level 2 in 2020 and 2019.

  • 221 -

  • Reconciliation for the financial instruments measured at fair value level 3

2020

2020
Financial assets
Balance - beginning

Recognized in
Profit/Loss (gain/loss
on financial assets
and liabilities at fair
value through profit
or loss)
Recognized in
profit/loss (exchange
profit and/or loss)
Recognized in other
comprehensive
income (unrealized
profit/loss at fair
value through other
comprehensive
income)
Purchase
Disposition
Transfer from Level 3
Others

Balance - ending

Other unrealized
gain/loss of the
current
Financial
assets at fair
value
through
profit or loss
Liability
instruments
$1,398,128
8,861
-
-
300,000
-
-
(
130,000
)
$1,576,989

$ 8,861

Financial assets at fair value
through other
comprehensiveincome
Liability
instruments
Equity
instrument
$ 150,000 $ 365,862

-
-
(
7,750 )
-

8
68,839

-
29,280

- (
52,286 )

- (
30,652 )

-
(
22,987
)
$ 142,258
$ 358,056

($ 7,750
)$ -
Total
Liability
instruments
$ 150,000

-
(
7,750 )

8

-

-

-

-

$ 142,258

($ 7,750
)

(

$1,913,990

8,861
(
7,750 )

68,847

329,280
(
52,286 )
(
30,652 )
(
152,987
)
$2,077,303
$ 1,111

The transfer from Level 3 in 2020 was primarily a result of the equity instrument at fair value through other comprehensive income converted from domestic unlisted shares from emerging shares. In consideration of the available market quotation and active trading, it was transferred from Level 3 to Level 1 accordingly.

  • 222 -

2019

2019
Financialassets
Balance - beginning

Recognized in
Profit/Loss (gain/loss
on financial assets
and liabilities at fair
value through profit
or loss)
Recognized in
profit/loss (exchange
profit and/or loss)
Recognized in other
comprehensive
income (unrealized
profit/loss at fair
value through other
comprehensive
income)
Purchase
Disposition

Balance - ending

Other unrealized
gain/loss of the
current
Financial
assets at fair
value
through
profit or loss
Liability
instruments
$1,244,060
4,068
-
-
250,000
(
100,000
)
$1,398,128

$ 4,068

Financial assets at fair value
through other
comprehensiveincome

Liability
instruments
Equity
instrument
Total
$ 152,202 $ 451,809 $1,848,071

-
-
4,068
(
3,450 )
- (
3,450 )

1,248 (
85,947) (
84,699 )

-
-
250,000

-

-
(
100,000
)
$ 150,000
$ 365,862
$1,913,990
($ 3,450
)$ -
$ 618

Liability
instruments
$ 152,202

-
(
3,450 )

1,248

-

-

$ 150,000

($ 3,450
)

(

  1. The evaluation skills and inputs for Level 2 fair value measurement

Categories of financial instruments Evaluation skills and inputs TSEC/GTSM listed bond Cash Flow Discount Method: Discounting investments Based on the Market Interest Rate Reflecting the Similar Products of the Issuers at the End of Period and the Credit Rating.

  • 223 -

  • The evaluation skills and inputs for Level 3 fair value measurement

  • Categories of financial instruments Evaluation skills and inputs

  • TSEC/GTSM listed bond Based on cash flow discount approach, the investments present value of incomes to be obtained by holding the investment. The material unobservable input is the discount factor (yield), is obtained by considering the premium reward of risks and the reference interest rate of corporate bonds.

  • Investments in unlisted Based on the asset-based approach, reflect the domestic shares entire value of the enterprise or business in terms of the total market values for the individual assets and liabilities applicable to the evaluated subject. The material unobservable input is the liquidity discount, minority interest discount, and financial information of the investees.

The Company’s measurement of the fair value of financial instruments is reasonable; however, if different evaluation models or parameters are applied, the outcome of evaluations may be different. For the financial instrument classified as Level 3, the effects to market value when evaluation parameters change are as follows:

Item Inputs value Ranges Upward or
downward
changes
Effect of changes in fair value Effect of changes in fair value
Positive change Negative change
December 31, 2020
ASSETS
Bond investment
Stock investment
December 31, 2019
ASSETS
Bond investment
Stock investment
Discount Rate
Financial
Information of
the Investees
Liquidity
Discount
Minority Interest
Discount
Discount Rate
Financial
Information of
the Investees
Liquidity
Discount
Minority Interest
Discount
1.31% ~
4.01%
$17,770 ~
$19,710
10%
10%
1.87% ~
4.35%
$234 ~
$163,086
10%
10%
100 bp change
upward
5% change
downward
10% change
upward
10% change
upward
100 bp change
upward
5% change
downward
10% change
upward
10% change
upward
$ -
-
-
-
$ -
-
-
-
( $ 385,466 )
(
1,426 )
(
39,554 )
(
39,554 )
( $ 377,292 )
(
6,566 )
(
40,651 )
(
40,651 )
  • 224 -

The positive and negative changes of the Company refer to the fluctuation of the fair value; the fair value is obtained by calculating with the evaluation skills of the unobservable input parameters at different degrees.

Shall the financial instrument is affected by one or more inputs, the table above only reflect the effect incurred from one single input change, without considering the relativeness and variability among inputs.

  • (II) Categories of financial instruments
Categories of financial instruments
Financial assets
At fair value through profit and
loss
Financial assets carried at
amortized cost (note 1)
At fair value through other
comprehensive income
Investments in equity
instruments
Investments in liability
instruments
Financial liabilities
At amortized cost (note 2)
December31,2020
$ 1,938,689
8,239,511
3,668,717
990,058
1,029,277
December31,2019
$ 1,765,352
7,849,322
3,229,435
1,159,978
1,019,943
  • Note 1: The balance includes the financial assets at amortized costs, such as cash and cash equivalents, note receivables, premium receivables, other receivables, claim recoverable from reinsurers, due from reinsurers and ceding companies, other financial assets - net, and refundable deposits.

  • Note 2: The balance includes financial liabilities at amortized costs, such as the claims payable, commissions payable, due to reinsurers and ceding companies, other payable, and refundable deposit.

  • (III) The objectives and policies of financial risk management

The major financial instruments of the Company include the equity and bond instrument investment, receivables, and payables. The financial management department of the Company supervises, and manages the financial risks related to the Company’s operation based on internal risk report analyzing the degrees and breadth of exposures. Such risks include market risks (including foreign exchange risks, interest rate risks, and other price risks), credit risks and liquidity risks. The Risk

  • 225 -

Management Committee established by the Company is the independent organization established solely for supervising risks and policy implementation to reduce exposures.

1. Market risk

The operating activities of the Company cause the Company to assuming the major financial risks as the risk of foreign exchange change (refer to following (1)) and the risk of interest rate change (refer to following (2)).

The Company’s exposure to market risks of financial instruments, and approaches toward managing and measuring such exposures have not changed. (1) Foreign exchange rate risk

For the currency assets and currency liabilities denominated in non-functional currency on the balance sheet date, please refer to Note 30.

Analysis of sensitivity

The Company is mainly affected by the fluctuation of USD.

The following table explains in detail the analysis of sensitivity when the exchange rates of NT$ (the functional currency) against other related foreign currencies increase or decrease 1%. 1% is the sensitivity percentage used when internally reporting the exchange rate risks to the major management, as well as represents the evaluation for the reasonably possible extent of changes of foreign exchange by the management. The analysis of sensitivity only includes the outstanding foreign currency items, and the translation at the end of period is adjusted at 1% of exchange rate change. The positive figures in the following table are the amount increased for the pre-tax net profit or equity when NT$ against the related currencies appreciate 1%; when NT$ against the related currencies depreciate 1%, the effects to the pre-tax net profit or equity will be negative at the same amount.

Profit and
loss (i)
EffectsfromUSD
2020
2019
$ 8,624
$ 8,797
Effectsfrom RMB Effectsfrom RMB
2020
$ 8,624
2020
$ 2,411
2019
$ 2,615
  • 226 -

  • (i) Mainly originated from the USD and RMB denominated financial instruments outstanding on the balance sheet date and without being hedged against the cash flows.

  • (2) Interest rate risks

At the balance sheet date, the carrying amount of financial assets exposed to interest rates are as follows:

==> picture [218 x 12] intentionally omitted <==

Interest rate risk with fair value - Financial assets $ 3,189,233 $ 3,184,279

Analysis of sensitivity

The following analyses of sensitivity are determined based on the interest rate exposure of the non-derivative instruments at the balance sheet dates. When internally reporting the interest rates to the major management, the variable interest rates applied is the interest rates increase or decrease 100 base points, and also represent the evaluation for the reasonably possible extent of changes of interest rate by the management.

If the interest rate increases for 100 base points, while other variables are kept the same, the other comprehensive income after tax during 2020 and 2019 will decrease by NT$445,276 thousand and NT$411,196 thousand, respectively, the main reason is the changes from the fair value of the fixed interest rate debt instruments.

  • (3) Other Price Risks

The Company suffered the equity price risk arising from the investment in equity securities and beneficiary certificates of funds.

Analysis of sensitivity

The following analyses of sensitivity are determined based on the price risk over equity securities and beneficiary certificates of funds at the balance sheet dates.

If the equity price increased/dropped by 1%, the income before tax would have increased/decreased by NT$3,617 thousand and NT$3,568 thousand due to the increase/decrease in the fair value of financial assets at fair value through profit or loss from 2020 and 2019. The other

  • 227 -

comprehensive income would have increased/decreased by NT$36,687 thousand and NT$32,294 thousand due to the increase/decrease in the fair value of other financial assets at fair value through comprehensive income from 2020 and 2019.

2. Credit risk

Credit risk represents the potential loss that would be incurred by the Company if the counter-parties or third parties breached the contracts. The Company’s financial instruments are affected by its credit risk concentration, component, contract amounts and other receivables. As the counterparties of the Company are the creditworthy financial institutions with low possibility of default, it is expect the material credit risk is unlikely.

  • Credit risk exposure by territory

December 31, 2020

December 31, 2020
Financialassets Taiwan Asia America Others Total
Cash and cash
equivalents
$ 3,653,515 $ - $ - $ - $ 3,653,515
Financial assets at fair
value through profit
or loss
1,576,989
-

-

-
1,576,989
Financial assets at fair
value through other
comprehensive
income
1,108,404
250,050

-

253,791
1,612,245
Total $ 6,338,908 $ 250,050 $ - $ 253,791 $ 6,842,749
% by territory 92.64%
3.65%

-

3.71%
100.00%

December 31, 2019

December 31, 2019
Financialassets Taiwan Asia America Others Total
Cash and cash
equivalents
$ 3,384,021 $ - $ - $ - $ 3,384,021
Financial assets at fair
value through profit
or loss
1,408,513
-

-

-
1,408,513
Financial assets at fair
value through other
comprehensive
income
1,145,192
316,540

63,806

250,229
1,775,767
Total $ 5,937,726 $ 316,540 $ 63,806 $ 250,229 $ 6,568,301
% by territory 90.40%
4.82%

0.97%

3.81%
100.00%
  • 228 -

3. Liquidity risk

The Company maintained sufficient fund to meet our operating capital requirements. Therefore, no liquidity risks associated with failure to source required funding are anticipated.

Liquidity of non-derivative financial liabilities and statement of interest rate risk

The following Table shows the analysis on the remaining contractual maturity for the non-derivative financial liabilities for which the Company has agreed on the repayment term. It was prepared based on the earliest date the Company might be asked to make the repayment, as well as the undiscounted cash flow from the financial liabilities.

December 31, 2020

Liabilities
without interest
Lease liabilities
On demand
or shorter
than 3
months
$ 763,639

5,526

$ 769,165
3 months -
1year
$ 15,134

23,984

$ 39,118
1-5 years
$ 17,006

44,303

$ 61,309
More than 5
years
More than 5
years








$ 7,410

-
$ 7,410

December 31, 2019

Liabilities
without interest
Lease liabilities
On demand
or shorter
than 3
months
$ 766,915

5,849

$ 772,764
3 months -
1year
$ 10,551

21,562

$ 32,113
1-5 years
$ 22,191

43,135

$ 65,326
More than 5
years
More than 5
years








$ 5,910

-
$ 5,910

(IV) Based on Article 7 of the “Regulations Governing Insurance Enterprises Engaging in Operating Reinsurance and Other Risk Spreading Mechanisms”, the unqualified counterparties for the ceding reinsurance of the Company by December 31, 2020 are as follows:

  • 229 -
Counterparties of Reinsurance Insurance type
Lemma Insurance Company Temporary ceding reinsurance for marine
hull insurance
Tugu Insurance Company Limited Temporary ceding reinsurance for
commercial fire insurance, marine cargo
insurance, and marine hull insurance.
Trust International Insurance &
Reinsurance Company B.S.C.(c),
Trust Re
Temporary ceding reinsurance for
commercial fire insurance, and marine hull
insurance.
Asia Capital Reinsurance Group Pte
Ltd
Temporary ceding reinsurance for marine
hull insurance and aviation insurance, and
cargo reinsurance.
Asia Capital Reinsurance Group Pte
Ltd Hong Kong Branch Office
Temporary ceding reinsurance for
commercial fire insurance, and
commercial fire reinsurance and cargo
reinsurance.

The unqualified premium expense is NT$ 0 thousand, the reserves for unqualified reinsurance is NT$849 thousand, all belongs to the ceding claims reported but not claimed reserves.

Based on Article 7 of the “Regulations Governing Insurance Enterprises Engaging in Operating Reinsurance and Other Risk Spreading Mechanisms”, the unqualified counterparties for the ceding reinsurance of the Company by December 31, 2019 are as follows:

31, 2019 are as follows:
Counterparties of Reinsurance Insurance type
Lemma Insurance Company Temporary ceding reinsurance for marine
hull insurance
Tugu Insurance Company Limited Temporary ceding reinsurance for
commercial fire insurance, marine cargo
insurance, and marine hull insurance.
Trust International Insurance &
Reinsurance Company B.S.C.(c),
Trust Re
Temporary ceding reinsurance for
commercial fire insurance, and marine hull
insurance.
Asia Capital Reinsurance Group Pte
Ltd
Temporary ceding reinsurance for marine
hull insurance and aviation insurance, and
cargo reinsurance.
Asia Capital Reinsurance Group Pte
Ltd Hong Kong Branch Office
Temporary ceding reinsurance for
commercial fire insurance, engineering
insurance, and fishing vessel insurance,
and cargo reinsurance.
  • 230 -

The ineligible premium expense was NT$8,434 thousand; the ineligible reinsurance reserves was NT$10,401 thousand. The components include ceding unearned premium reserves for NT$4,217 thousand, claim recoverable from reinsurers to the reported and paid claims for NT$688 thousand, and the ceding claims reported but not claimed reserves for NT$5,496 thousand.

XXV. Transactions with Related Parties

  • (I) Information about the Company’s related parties were as follows

Name of the Related Parties Relationship with the Company Bank of Taiwan Co., Ltd. Major Management Yong-Shin Development Co., Ltd. Major Management Tong-Sheng Development Co., Ltd. Investor with significant effects Navigator Real Estate Co., Ltd. Investor with significant effects Navigator Investment Co., Ltd. Investor with significant effects Taiwan Navigator Asset Investment Co., Ltd. Related party in substance Taiwan Business Bank, Ltd. Related party in substance Goldsun Building Materials Co., Ltd. Related party in substance Bank Taiwan Insurance Brokers Co., Ltd. Related party in substance Taiming Assurance Broker Co., Ltd. Related party in substance Sirtec International Co., Ltd. Related party in substance Hua Nan Commercial Bank, Ltd. Related party in substance Forland Auto Trade Holding Co., Ltd. Taipei Related party in substance Branch (Cayman) Taiwan Fire and Marine Foundation Related party in substance Other related parties Directors, supervisors, chairman, president, managers, their spouses, and the relatives within 2nd degree of kinship

  • (II) Significant related-party transactions were as follows

1. Deposit

Checking deposits and Demand deposits:


Major Management
Bank of Taiwan Co., Ltd.
Related party in substance
Taiwan Business Bank
Hua Nan Commercial Bank
December31,2020
$ 638,950
65,498


1,468
$ 705,916
December31,2019 December31,2019





$ 780,942
77,053
1,465
$ 859,460
  • 231 -

Time deposits (including cash and cash equivalents, and other financial assets listed in accounts):

assets listed in accounts):

Major Management
Bank of Taiwan Co., Ltd.
Related party in substance
Taiwan Business Bank
December31,2020
$ 241,665
137,017
$ 378,682
December31,2019




$ 263,185
139,961
$ 403,146

The time deposits in the related parties have the interest rate of 0.06% ~ 2.25% and 0.09% ~ 2.55% for December 31, 2020 and 2019, respectively, with same transaction terms as non-related parties.

  1. Premium income (direct policy writing)
Major Management
Bank of Taiwan Co., Ltd.
Related party in substance
Goldsun Building
Materials Co., Ltd.
Sirtec International Co.,
Ltd.
Other related parties
2020
$ 6,719
10,745
1,390
34,052
$ 52,906
2019




$ 2,350
9,910
1,579
6,387
$ 20,226

The insurances to the abovementioned related parties provide the same insurance conditions to unrelated parties.

  1. Claims (direct policy writing)
Claims (direct policy writing)
Major Management
Bank of Taiwan Co., Ltd.
Other related parties
2020
$ 2,398
5,263
$ 7,661
2019




$ 7,238
8,163
$ 15,401

The insurances to the abovementioned related parties provide the same claim conditions to unrelated parties.

  • 232 -

4. Commission expenditure

Commission expenditure
Major Management
Bank of Taiwan Co., Ltd.
Related party in substance
Bank Taiwan Insurance
Brokers Co., Ltd.
Taiming Assurance Broker
Co., Ltd. (TABC)
2020
$ 2,957
29,518
10,691
$ 43,166
2019




$ 2,598
27,102
9,976
$ 39,676

The insurances to the abovementioned related parties provide the same commission conditions to unrelated parties.

  1. Lessor Agreement

Operating lease

The operating leases of the Company for the investment properties have the lease period of 1 to 10 years. When the lessees exercise the right of continual lease, the rents are agreed to be adjusted based on the market price. Upon the end of the leasehold duration, the lessees are not entitled to preferential lease right over the investment properties.

The future lease payments to be received are aggregated as the following:

Type/Name of theRelatedParties
Major Management
Yong-Shin Development Co.,
Ltd.
Investor with significant effects
Navigator Real Estate Co.,
Ltd.
Tong Sheng Development Co.,
Ltd.
Navigator Investment Co.,
Ltd.
Related party in substance
Taiwan Navigator Assets
Forland Auto Trade Holding
Co., Ltd. Taipei Branch
(Cayman)
Sirtec International Co., Ltd.
Taiming Assurance Broker
Co., Ltd. (TABC)
December31,2020
$ 220
528
330
220
1,298
770
15,035

11,193
$ 29,594
December31,2019 December31,2019




$ 330
792
495
330
1,947
1,155
9,864
20,075
$ 34,988
  • 233 -

  • (1) The details of the rents received by leasing the investment properties to the

related parties are as follows:

Major Management
Yong-Shin Development
Co., Ltd.
Investor with significant effects
Navigator Real Estate Co.,
Ltd.
Tong-Sheng Development
Co., Ltd.
Navigator Investment Co.,
Ltd.
Related party in substance
Taiwan Navigator Assets
Forland Auto Trade
Holding Co., Ltd. Taipei
Branch (Cayman)
Sirtec International Co.,
Ltd.
Taiming Assurance Broker
Co., Ltd. (TABC)
2020
$ 105
252
157
105
619
367
6,076
8,474
$ 16,155
2019





$ 105
252
157
105
619
367
5,756
8,474
$ 15,835
  • (2) The deposits the Company received for leasing properties to the related parties as of December 31, 2020 and 2019 are as follows:
Major Management
Yong-Shin Development
Co., Ltd.
Investor with significant effects
Navigator Real Estate Co.,
Ltd.
Tong-Sheng Development
Co., Ltd.
Navigator Investment Co.,
Ltd.
Related party in substance
Forland Auto Trade
Holding Co., Ltd. Taipei
Branch (Cayman)
Taiwan Navigator Assets
Sirtec International Co.,
Ltd.
Taiming Assurance Broker
Co., Ltd. (TABC)
December31,2020
$ 20

48
30
20
70
118
1,652

1,615
$ 3,573
December31,2019 December31,2019





$ 20
48
30
20
70
118
1,652
1,615
$ 3,573
  • 234 -

The abovementioned property leasing to the related parties provided the transaction conditions similar to ordinary transactions.

6. Lessee Agreement

Lessee Agreement
Type/Name of the Related
Parties
Right-of-use assets
Investor with significant
effects
Navigator Real Estate
Co., Ltd.
Lease liabilities
Investor with significant
effects
Navigator Real Estate
Co., Ltd.
Type/Name of the Related
Parties
Interest expense
Investor with significant
effects
Navigator Real Estate
Co., Ltd.
Total amount of cash
(outflow) of lease
Investor with significant
effects
Navigator Real Estate
Co., Ltd.
Lease expenses
Investor with significant
effects
Navigator Real Estate
Co., Ltd.
December31,2020
$ 2,960
$ 3,112
2020
$ 104
$ 2,408
$ -
December31,2019


$ 5,201
$ 5,415
2019




$ 163
$ 2,408
$ 53

Leasing properties from Navigator Real Estate Co., Ltd. that has significant effects provided the transaction conditions similar to ordinary transactions.

The Company has leased properties from Navigator Real Estate Co., Ltd. which has significant effects, the outstanding balance of paid deposit at December 31, 2020 and 2019 were both NT$ 482 thousand.

  • 235 -

7. Donated

2020 2019 Related party in substance Taiwan Fire and Marine Foundation $ 8,000 $ 8,000

To fulfill the CSR, enhance the quality of culture, cultivate talents, care for minorities, for the purpose of contributing to the country and the society, the Company has established the “Taiwan Fire and Marine Foundation” via donation upon the resolution of the Board of Directors, for promoting the related business.

(III) Incentive remuneration to key management level

The total salaries and remunerations to directors and other key management in 2020 and 2019 are enumerated below:

Short-term employee benefits
Post-employment benefits
2020
$ 85,398
2,302
$ 87,700
2019




$ 75,286
2,086
$ 77,372

The salaries and remunerations to directors and other key management were determined by the Salary Committee in accordance with the personal performances and trends in the markets.

XXVI. Others

  • (I) Gross retained earned premium

  • As of December 31, 2020, the balance of the gross retained earned premium for the compulsory and non-compulsory insurance, and the calculation are as follows:

Insurance type
Compulsory
insurance

Non-Compulsory
insurance

Premium
income
(1)
Reinsurance
premium income
(2)
$ 779,168
$ 251,424

5,733,038

178,889

$ 6,512,206
$ 430,313
Reinsurance
premium
outward
(3)
$ 362,236

1,701,528

$ 2,063,764
Premium
retained
(4)=
(1)+(2)-(3)


$ 668,356
4,210,399
$ 4,878,755
  • 236 -
Item
Compulsory
insurance

Non-Compulsor
y insurance


Item
Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Net Change
in Unearned
Premium
Reserves
(9)=(5)-(6)
+(7)-(8)
$ 348,534 $ 338,780 $ 146,159 $ 144,516 $ 11,397
2,754,601
2,545,096

101,995

90,981

220,519
$ 3,103,135
$ 2,883,876
$ 248,154
$ 235,497
$ 231,916
Unearned premium reserves for
cedingreinsuranceinward
Reserve
(10)
Recovery
(11)
Ceding net
change in
unearned
premium
reserves
(12)=(10)-(11)
Gross retained
earned premium
(13)=
(4)-(9)+(12)
$ 209,123 $ 203,272 $ 5,851 $ 662,810

550,934

506,111

44,823

4,034,703
$ 760,057
$ 709,383
$ 50,674
$ 4,697,513
Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Net Change
in Unearned
Premium
Reserves
(9)=(5)-(6)
+(7)-(8)
$ 348,534 $ 338,780 $ 146,159 $ 144,516 $ 11,397
2,754,601
2,545,096

101,995

90,981

220,519
$ 3,103,135
$ 2,883,876
$ 248,154
$ 235,497
$ 231,916
Unearned premium reserves for
cedingreinsuranceinward
Reserve
(10)
Recovery
(11)
Ceding net
change in
unearned
premium
reserves
(12)=(10)-(11)
Gross retained
earned premium
(13)=
(4)-(9)+(12)
$ 209,123 $ 203,272 $ 5,851 $ 662,810

550,934

506,111

44,823

4,034,703
$ 760,057
$ 709,383
$ 50,674
$ 4,697,513
Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Net Change
in Unearned
Premium
Reserves
(9)=(5)-(6)
+(7)-(8)
$ 348,534 $ 338,780 $ 146,159 $ 144,516 $ 11,397
2,754,601
2,545,096

101,995

90,981

220,519
$ 3,103,135
$ 2,883,876
$ 248,154
$ 235,497
$ 231,916
Unearned premium reserves for
cedingreinsuranceinward
Reserve
(10)
Recovery
(11)
Ceding net
change in
unearned
premium
reserves
(12)=(10)-(11)
Gross retained
earned premium
(13)=
(4)-(9)+(12)
$ 209,123 $ 203,272 $ 5,851 $ 662,810

550,934

506,111

44,823

4,034,703
$ 760,057
$ 709,383
$ 50,674
$ 4,697,513
Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Net Change
in Unearned
Premium
Reserves
(9)=(5)-(6)
+(7)-(8)
$ 348,534 $ 338,780 $ 146,159 $ 144,516 $ 11,397
2,754,601
2,545,096

101,995

90,981

220,519
$ 3,103,135
$ 2,883,876
$ 248,154
$ 235,497
$ 231,916
Unearned premium reserves for
cedingreinsuranceinward
Reserve
(10)
Recovery
(11)
Ceding net
change in
unearned
premium
reserves
(12)=(10)-(11)
Gross retained
earned premium
(13)=
(4)-(9)+(12)
$ 209,123 $ 203,272 $ 5,851 $ 662,810

550,934

506,111

44,823

4,034,703
$ 760,057
$ 709,383
$ 50,674
$ 4,697,513
Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Net Change
in Unearned
Premium
Reserves
(9)=(5)-(6)
+(7)-(8)
$ 348,534 $ 338,780 $ 146,159 $ 144,516 $ 11,397
2,754,601
2,545,096

101,995

90,981

220,519
$ 3,103,135
$ 2,883,876
$ 248,154
$ 235,497
$ 231,916
Unearned premium reserves for
cedingreinsuranceinward
Reserve
(10)
Recovery
(11)
Ceding net
change in
unearned
premium
reserves
(12)=(10)-(11)
Gross retained
earned premium
(13)=
(4)-(9)+(12)
$ 209,123 $ 203,272 $ 5,851 $ 662,810

550,934

506,111

44,823

4,034,703
$ 760,057
$ 709,383
$ 50,674
$ 4,697,513





Reserve
(10)
$ 209,123
550,934

$ 760,057
Compulsory
insurance
Non-Compulsory
insurance




$ 662,810
4,034,703
$ 4,697,513
  • Note: As of December 31, 2020, the provision for stable funds of the Company is NT$12,557 thousand.

  • As of December 31, 2019, the balance of the gross retained earned premium for the compulsory and non-compulsory insurance, and the calculation are as follows:

Insurancetype
Premium
income
(1)
Reinsurance
premium income
(2)
Reinsurance
premium
outward
(3)
Compulsory insurance $ 761,634
$ 248,210
$ 350,390

Non-Compulsory
insurance

5,465,027

175,223

1,672,620

$ 6,226,661
$ 423,433
$ 2,023,010

Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Item
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Compulsory
insurance
$ 338,780 $ 330,762 $ 144,516 $ 141,738
Non-Compulsory
insurance
2,576,787
2,427,551

95,689

85,397

$ 2,915,567
$ 2,758,313
$ 240,205
$ 227,135
Insurancetype
Premium
income
(1)
Reinsurance
premium income
(2)
Reinsurance
premium
outward
(3)
Compulsory insurance $ 761,634
$ 248,210
$ 350,390

Non-Compulsory
insurance

5,465,027

175,223

1,672,620

$ 6,226,661
$ 423,433
$ 2,023,010

Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Item
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Compulsory
insurance
$ 338,780 $ 330,762 $ 144,516 $ 141,738
Non-Compulsory
insurance
2,576,787
2,427,551

95,689

85,397

$ 2,915,567
$ 2,758,313
$ 240,205
$ 227,135
Insurancetype
Premium
income
(1)
Reinsurance
premium income
(2)
Reinsurance
premium
outward
(3)
Compulsory insurance $ 761,634
$ 248,210
$ 350,390

Non-Compulsory
insurance

5,465,027

175,223

1,672,620

$ 6,226,661
$ 423,433
$ 2,023,010

Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Item
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Compulsory
insurance
$ 338,780 $ 330,762 $ 144,516 $ 141,738
Non-Compulsory
insurance
2,576,787
2,427,551

95,689

85,397

$ 2,915,567
$ 2,758,313
$ 240,205
$ 227,135
Insurancetype
Premium
income
(1)
Reinsurance
premium income
(2)
Reinsurance
premium
outward
(3)
Compulsory insurance $ 761,634
$ 248,210
$ 350,390

Non-Compulsory
insurance

5,465,027

175,223

1,672,620

$ 6,226,661
$ 423,433
$ 2,023,010

Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Item
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Compulsory
insurance
$ 338,780 $ 330,762 $ 144,516 $ 141,738
Non-Compulsory
insurance
2,576,787
2,427,551

95,689

85,397

$ 2,915,567
$ 2,758,313
$ 240,205
$ 227,135
Insurancetype
Premium
income
(1)
Reinsurance
premium income
(2)
Reinsurance
premium
outward
(3)
Compulsory insurance $ 761,634
$ 248,210
$ 350,390

Non-Compulsory
insurance

5,465,027

175,223

1,672,620

$ 6,226,661
$ 423,433
$ 2,023,010

Unearned premium reserves
fordirect insurance
Unearned premium reserves
for reinsuranceinwards
Item
Reserve
(5)
Recovery
(6)
Reserve
(7)
Recovery
(8)
Compulsory
insurance
$ 338,780 $ 330,762 $ 144,516 $ 141,738
Non-Compulsory
insurance
2,576,787
2,427,551

95,689

85,397

$ 2,915,567
$ 2,758,313
$ 240,205
$ 227,135
Premium
retained
(4)=
(1)+(2)-(3)
Premium
retained
(4)=
(1)+(2)-(3)



s
$ 659,454
3,967,630
$ 4,627,084
Net Change
in Unearned
Premium
Reserves
(9)=(5)-(6)
+(7)-(8)
$ 10,796

159,528
$ 170,324
Reserve
(7)
$ 144,516

95,689

$ 240,205
Recovery
(8)




$ 141,738

85,397

$ 227,135
$ 10,796

159,528
$ 170,324
  • 237 -
Item
Compulsory
insurance

Non-Compulsory
insurance

Unearned premium reserves for
cedingreinsuranceinward
Reserve
(10)
Recovery
(11)
$ 203,272 $ 198,467
527,035

511,372

$ 730,307
$ 709,839
Unearned premium reserves for
cedingreinsuranceinward
Reserve
(10)
Recovery
(11)
$ 203,272 $ 198,467
527,035

511,372

$ 730,307
$ 709,839
Ceding net
change in
unearned
premium
reserves
(12)=(10)-(11)
Gross retained
earned premium
(13)=
(4)-(9)+(12)
$ 4,805 $ 653,463

15,663

3,823,765
$ 20,468
$ 4,477,228
Ceding net
change in
unearned
premium
reserves
(12)=(10)-(11)
Gross retained
earned premium
(13)=
(4)-(9)+(12)
$ 4,805 $ 653,463

15,663

3,823,765
$ 20,468
$ 4,477,228
Reserve
(10)
$ 203,272
527,035

$ 730,307






$ 653,463
3,823,765
$ 4,477,228

Note: As of December 31, 2019, the provision for stable funds of the Company is NT$ 12,028 thousand.

  • (II) Retained claims

  • As of December 31, 2020, the balance of the gross retained claims for the compulsory and non-compulsory insurance, and the calculation are as follows:

Insurancetype
Compulsory
insurance
Non-Compulsory
insurance
Claims
(including the
claim expenses)
(1)
$ 535,417


2,280,089

$ 2,815,506
Claims for
reinsurance
(2)
$ 275,625

36,904

$ 312,529
Refundable
Claims for
Reinsurance
(3)
Retained claims
(4)=(1)+(2)-
(3)
$ 314,515
$ 496,527
458,601

1,858,392
$ 773,116
$ 2,354,919
Refundable
Claims for
Reinsurance
(3)
Retained claims
(4)=(1)+(2)-
(3)
$ 314,515
$ 496,527
458,601

1,858,392
$ 773,116
$ 2,354,919






$ 496,527
1,858,392
$ 2,354,919
  1. As of December 31, 2019, the balance of the gross retained claims for the compulsory and non-compulsory insurance, and the calculation are as follows:
Insurancetype
Claims
(including the
claim expenses)
(1)
Compulsory
insurance
$ 556,371

Non-Compulsory
insurance

2,047,840

$ 2,604,211
Claims for
reinsurance
(2)
$ 279,239

59,133

$ 338,372
Refundable
Claims for
Reinsurance
(3)
$ 320,732

259,514

$ 580,246
Retained claims
(4)=(1)+(2)-
(3)
Retained claims
(4)=(1)+(2)-
(3)


$ 514,878
1,847,459
$ 2,362,337
  • 238 -

(III) Unearned premium reserves

  1. The balances of the retained unearned premium reserves for each insurance type

as of December 31, 2020 are summarized as the followings:

Item

General Personal
Automobile Liability
Insurance

General Personal
Automobile Physical
Damage Insurance
Personal Accident
Insurance
One-year Residential Fire
Insurance
Compulsory Automobile
Liability Insurance
Compulsory Motorcycle
Liability Insurance

Other Insurance (Note)

Less: Accumulated
impairment
Unearned premium reserves
Direct business
Reinsurance
inward
business
$ 818,067 $ 68
532,521
-
240,110
1,770
191,446
-
169,376
67,232
1,238,794
188,417

-

-

$ 3,190,314
$ 257,487
Unearned premium reserves
Direct business
Reinsurance
inward
business
$ 818,067 $ 68
532,521
-
240,110
1,770
191,446
-
169,376
67,232
1,238,794
188,417

-

-

$ 3,190,314
$ 257,487
Ceding
unearned
premium
reserves
Ceding
reinsurance
business
$ 425

6,528

18,727

-

101,626

674,878
-

$ 802,184
Retained
business
Direct business
$ 818,067
532,521
240,110
191,446
169,376
1,238,794

-

$ 3,190,314
























$ 817,710

525,993

223,153

191,446

134,982

752,333
-
$ 2,645,617

Note: the balance of each insurance type less than 5% of the total are stated collectively.

  • 239 -

  • The balances of the retained unearned premium reserves for each insurance type as of December 31, 2019 are summarized as the followings:

Item

General Personal
Automobile Liability
Insurance

General Personal
Automobile Physical
Damage Insurance
Personal Accident
Insurance
One-year Residential Fire
Insurance
Compulsory Automobile
Liability Insurance
Compulsory Motorcycle
Liability Insurance
Other Insurance (Note)

Less: Accumulated
impairment

Unearned premium reserves
Direct business
Reinsurance
inward
business
$ 744,441 $ 73
490,437
-
241,542
1,561
178,080
-
164,953
66,389
146,718
66,117
1,004,884
110,690

-

-

$ 2,971,055
$ 244,830
Unearned premium reserves
Direct business
Reinsurance
inward
business
$ 744,441 $ 73
490,437
-
241,542
1,561
178,080
-
164,953
66,389
146,718
66,117
1,004,884
110,690

-

-

$ 2,971,055
$ 244,830
Ceding
unearned
premium
reserves
Ceding
reinsurance
business
$ 371

5,338

20,179

-

98,973

88,034

538,615
-

$ 751,510
Retained
business
Direct business
$ 744,441
490,437
241,542
178,080
164,953
146,718
1,004,884

-

$ 2,971,055



























$ 744,143

485,099

222,924

178,080

132,369

124,801

576,959
-
$ 2,464,375

Note: the balance of each insurance type less than 5% of the total are stated collectively.

(IV) Claim reserves

  1. As of December 31, 2020, the balance of the reported but not paid and unreported claim reserves, and the calculation are as follows:

  2. (1) Claim reserves and ceding claims reserves

Item
Reported but
not yet paid
Not yet
reported
Less:
Accumulated
impairment
Claim r eserves
Reinsurance
inward business
(2)
$ 319,375
165,693

-
$ 485,068
Ceding claims
reserves
Ceding
reinsurance
business
(3)
$ 557,847
367,557
(
314
)
$ 925,090
Retained
business
(4)=(1)+(2)-(3)
Retained
business
(4)=(1)+(2)-(3)
Direct Insurance
(1)
$ 1,539,543
869,734

-
$ 2,409,277





(


$ 1,301,071
667,870
314
$ 1,969,255
  • 240 -

  • (2) Ceding net change in claims reserves and net change in ceding claims

  • reserves

reserves
Item
Reported but not
yet paid
Not yet reported
Direct Insurance
Reserve
(1)
Recovery
(2)
$1,539,543 $1,561,264
869,734
873,230

$2,409,277
$2,434,494
Reinsurance inward
business
Reserve
(3)
Recovery
(4)
$ 319,375 $ 287,474
165,693
166,144

$ 485,068
$ 453,618
Net change
in claims
reserves
(5)=(1)-(2)+
(3)-(4)
Reserve
(1)
$1,539,543
869,734

$2,409,277
Reserve
(3)
$ 319,375
165,693

$ 485,068









(
$ 10,180

3,947
)
$ 6,233
Item
Reported but not yet paid
Not yet reported
Cedingreinsurance business
Reserve (6)
Recovery (7)
$ 557,847
$ 667,090
367,557

369,723
$ 925,404
$ 1,036,813
Cedingreinsurance business
Reserve (6)
Recovery (7)
$ 557,847
$ 667,090
367,557

369,723
$ 925,404
$ 1,036,813
Ceding net
change in claims
reserves
(8)=(6)-(7)
Ceding net
change in claims
reserves
(8)=(6)-(7)
Reserve (6)
$ 557,847
367,557
$ 925,404




(
(
(
$ 109,243 )
2,166
)
$ 111,409
)
  1. As of December 31, 2019, the balance of the reported but not paid and unreported claim reserves, and the calculation are as follows:

  2. (1) Claim reserves and ceding claims reserves

Item
Reported but
not yet paid
Not yet
reported
Less:
Accumulated
impairment
Claim r Claim r eserves
Reinsurance
inward business
(2)
$ 287,474
166,144

-
$ 453,618
Ceding claims
reserves
Ceding
reinsurance
business
(3)
$ 667,090
369,723
(
4,287
)
$ 1,032,526
Retained
business
(4)=(1)+(2)-(3)
Retained
business
(4)=(1)+(2)-(3)
Direct Insurance
(1)


$ 1,561,264
873,230
-
$ 2,434,494



(


$ 1,181,648
669,651
4,287
$ 1,855,586
  • (2) Ceding net change in claims reserves and net change in ceding claims reserves
reserves
Item

Reported but not
yet paid
Not yet reported
Direct Insurance
Reserve (1)
Recovery
(2)

$1,561,264 $1,487,583
873,230
898,768

$2,434,494
$2,386,351
Reinsurance inward
business
Reserve (3)
Recovery
(4)
$ 287,474 $ 291,803
166,144
177,038

$ 453,618
$ 468,841
Net change
in claims
reserves
(5)=(1)-(2)+
(3)-(4)
Reserve (1)
$1,561,264
873,230

$2,434,494
Reserve (3)
$ 287,474
166,144

$ 453,618









(
$ 69,352

36,432
)
$ 32,920
  • 241 -
Item
Reported but not yet paid
Not yet reported
Cedingreinsurance business
Reserve (6)
Recovery (7)
$ 667,090
$ 562,855
369,723

390,112
$ 1,036,813
$ 952,967
Cedingreinsurance business
Reserve (6)
Recovery (7)
$ 667,090
$ 562,855
369,723

390,112
$ 1,036,813
$ 952,967
Ceding net
change in claims
reserves
(8)=(6)-(7)
Ceding net
change in claims
reserves
(8)=(6)-(7)
Reserve (6)
$ 667,090
369,723
$ 1,036,813





(
$ 104,235
20,389
)
$ 83,846
  • (V) Premium deficiency reserves

  • As of December 31, 2020, the balance of the premium deficiency reserves of each insurance type, and the calculation are as follows:

    • (1) Premium deficiency reserves and ceding premium deficiency reserves
Item

Fishing Vessel
Insurance

Aviation Insurance
Miscellaneous
Insurance

Premiumdeficiencyreserves
Direct business
Reinsurance
inward
business
$ 2,762 $ 226

2,431
146

1,999

24

$ 7,192
$ 396
Premiumdeficiencyreserves
Direct business
Reinsurance
inward
business
$ 2,762 $ 226

2,431
146

1,999

24

$ 7,192
$ 396
Ceding
premium
deficiency
reserves
Ceding
reinsurance
business
$ -

-
-

$ -
Retained
business
Direct business
$ 2,762

2,431

1,999

$ 7,192












$ 2,988

2,577
2,023
$ 7,588
  • (2) Net change in premium deficiency reserves and ceding net change in premium deficiency reserves
Item
Fishing Vessel
Insurance
Aviation Insurance
Marine Hull
Insurance
Marine Cargo
Insurance
Miscellaneous
Insurance
Direct Insurance
Reserve
(1)
Recovery
(2)
$ 2,762 $ 2,946

2,431
2,881
-
783
-
139
1,999

-

$ 7,192
$ 6,749
Direct Insurance
Reserve
(1)
Recovery
(2)
$ 2,762 $ 2,946

2,431
2,881
-
783
-
139
1,999

-

$ 7,192
$ 6,749
Reinsurance inward
business
Reserve
(3)
Recovery
(4)
$ 226 $ 234

146
103

-
66

-
2
24

-

$ 396
$ 405
Reinsurance inward
business
Reserve
(3)
Recovery
(4)
$ 226 $ 234

146
103

-
66

-
2
24

-

$ 396
$ 405
Net change
in premium
deficiency
reserves for
direct
business
and
reinsurance
inward
(5)=(1)-(2)
+(3)-(4)
Reserve
(1)
$ 2,762

2,431
-
-
1,999

$ 7,192
Reserve
(3)
$ 226

146

-

-
24

$ 396























( $ 192 )
(
407 )
(
849 )
(
141 )
2,023
$ 434
  • 242 -
Item
Fishing Vessel
Insurance
Aviation Insurance
Marine Hull
Insurance
Marine Cargo
Insurance
Miscellaneous
Insurance
Cedingreinsurance business
Reserve (6)
Recovery (7)
$ -
$ -


-
-
-
-
-
-
-

-

$ -
$ -
Cedingreinsurance business
Reserve (6)
Recovery (7)
$ -
$ -


-
-
-
-
-
-
-

-

$ -
$ -
Ceding net
change in
premium
deficiency
reserves
(8)=(6)-(7)
$ -

-

-

-

-

$ -
Loss
recognized
under the net
provision of
premium
deficiency
reserves for the
period
(9)=(5)-(8)
Loss
recognized
under the net
provision of
premium
deficiency
reserves for the
period
(9)=(5)-(8)
Reserve (6)

$ -


-
-
-
-

$ -







(
(
(
(

$ 192 )

407 )

849 )

141 )
2,023
$ 434

The abovementioned premium deficiency reserves does not apply discount when calculating.

  1. As of December 31, 2019, the balance of the premium deficiency reserves of each insurance type, and the calculation are as follows:

  2. (1) Premium deficiency reserves and ceding premium deficiency reserves

Item

Fishing Vessel
Insurance

Aviation Insurance
Marine Hull
Insurance

Marine Cargo
Insurance

Premiumdeficiencyreserves
Direct business
Reinsurance
inward
business
$ 2,946 $ 234

2,881
103

783
66

139

2

$ 6,749
$ 405
Premiumdeficiencyreserves
Direct business
Reinsurance
inward
business
$ 2,946 $ 234

2,881
103

783
66

139

2

$ 6,749
$ 405
Ceding
premium
deficiency
reserves
Ceding
reinsurance
business
$ -

-

-
-

$ -
Retained
business
Direct business
$ 2,946

2,881

783

139

$ 6,749
















$ 3,180

2,984

849
141
$ 7,154
  • 243 -

  • (2) Net change in premium deficiency reserves and ceding net change in premium deficiency reserves

Item
Fishing Vessel
Insurance
Aviation Insurance
Marine Hull
Insurance
Marine Cargo
Insurance
Overseas division
business
Direct Insurance
Reserve
(1)
Recovery
(2)
$ 2,946 $ 1,836

2,881
3,506
783
2,853
139
-
-

-

$ 6,749
$ 8,195
Direct Insurance
Reserve
(1)
Recovery
(2)
$ 2,946 $ 1,836

2,881
3,506
783
2,853
139
-
-

-

$ 6,749
$ 8,195
Reinsurance inward
business
Reserve
(3)
Recovery
(4)
$ 234 $ 105

103
147

66
30

2
-

-

183

$ 405
$ 465
Reinsurance inward
business
Reserve
(3)
Recovery
(4)
$ 234 $ 105

103
147

66
30

2
-

-

183

$ 405
$ 465
Net change
in premium
deficiency
reserves for
direct
business
and
reinsuranc
(5)=(1)-(2)
+( 3 )-(4)
Reserve
(1)
$ 2,946

2,881
783
139
-

$ 6,749
Reserve
(3)
$ 234

103

66

2

-

$ 405


















$ 1,239
(
669 )
(
2,034 )

141
(
183
)
($ 1,506
)
Item
Fishing Vessel
Insurance

Aviation Insurance
Marine Hull
Insurance
Marine Cargo
Insurance
Overseas division
business

Cedingreinsurance business
Reserve (6)
Recovery (7)
$ -
$ -


-
-
-
-

-
-


-

-

$ -
$ -
Cedingreinsurance business
Reserve (6)
Recovery (7)
$ -
$ -


-
-
-
-

-
-


-

-

$ -
$ -
Ceding net
change in
premium
deficiency
reserves
(8)=(6)-(7)
$ -

-

-

-
-

$ -
Loss
recognized
under the net
provision of
premium
deficiency
reserves for the
period
(9)=(5)-(8)
Loss
recognized
under the net
provision of
premium
deficiency
reserves for the
period
(9)=(5)-(8)
Reserve (6)

$ -


-
-
-

-

$ -










(
(
(
(
$ 1,239

669 )

2,034 )
141
183
)
$ 1,506
)

The abovementioned premium deficiency reserves does not apply discount when calculating.

  • 244 -

(VI) Special reserves

  1. As of December 31, 2020, the special reserves for the compulsory and non-compulsory insurance increase/decrease as the following:

  2. (1) Special reserves - Compulsory automobile liability insurance

Item
Balance - beginning
Provision of the Period
Recovery of the Period
Balance - ending
Amount

(
$ 928,997
8,803
23,962
)
$ 913,838
  • (2) Special reserves - Non-Compulsory automobile liability insurance
Item Liabi lit ies Special re serve
Material
accidents
Hazard
changes
Others Total Material
accidents
Hazard
changes
Others Total
Balance -
beginning

Provision of the
Period
Recovery of the
Period

Balance -
ending


$ 186,099

-
(
8,091
)
$ 178,008


$ 796,548
-

-
$ 796,548


$ 230,305

-

-

$ 230,305


$ 1,212,952

-
(
8,091
)
$ 1,204,861


$ 396,144

54,759

-

$ 450,903


$ 926,829
129,691
(
66,116
)
$ 990,404


$ 412,534
53,763

-
$ 466,297


$ 1,735,507
238,213
(
66,116
)
$ 1,907,604

Note: The recovery of the special reserves under the previous liability refers

to the special reserves provided for non-compulsory automobile liability insurance before January 1, 2011.

  1. As of December 31, 2019, the special reserves for the compulsory and non-compulsory insurance increase/decrease as the following:

  2. (1) Special reserves - Compulsory automobile liability insurance

Item
Balance - beginning
Provision of the Period
Recovery of the Period
Balance - ending
Amount

(
$ 958,631
-
29,634
)
$ 928,997
  • (2) Special reserves - Non-Compulsory automobile liability insurance
Item Liabi lit ies Special re serve
Material
accidents
Hazard
changes
Others Total Material
accidents
Hazard
changes
Others Total
Balance -
beginning

Provision of the
Period
Recovery of the
Period

Balance -
ending


$ 194,190

-
(
8,091
)
$ 186,099


$ 805,099
-
(
8,551
)
$ 796,548


$ 230,305

-

-

$ 230,305


$ 1,229,594

-
(
16,642
)
$ 1,212,952


$ 349,985

46,159

-

$ 396,144


$ 826,597
126,380
(
26,148
)
$ 926,829


$ 360,279
52,255

-
$ 412,534


$ 1,536,861
224,794
(
26,148
)
$ 1,735,507
  • 245 -

Note: The recovery of the special reserves under the previous liability refers to the special reserves provided for non-compulsory automobile liability insurance before January 1, 2011.

  • (VII) Details of balance sheet and income/cost of compulsory automobile liability insurance

  • Detailed balance sheet of compulsory automobile liability insurance

Item Amount Amount Item Amount Amount
ASSETS December
31,2020
December
31,2019
Liabilities December
31,2020
December
31,2019
Cash and Bank
deposits
Cash Equivalents
Notes receivable
Premiums
receivable
Less benefits &
claims recovered
from reinsurers
Due from reinsurers
and ceding
companies
Other receivables
Financial assets at
fair value through
other
comprehensive
income
Ceding unearned
premium reserves
Ceding claims
reserves
Temporary paid and
payment to be
carried over
Other Assets
$1,547,851
-
12,219
26,709
22,400
41,501
-

-
209,123
291,759
43
-
$1,551,499

-

11,977

27,130

15,878

40,106

-

-
203,272
280,366

2,407

176
Notes payable
Claims payable
Reinsurance
benefits and
claims payable
Due to reinsurers
and ceding
companies
Unearned premium
reserves
Claim reserves
Special reserves
Temporary received
and payment to be
carried over
Other Liabilities


$ -
-
-
42,559
494,693
698,726
913,838
-
1,789
$ -

-

-

45,307
483,296
673,672
928,997

176

1,363
Total assets $2,151,605 $2,132,811 Total liabilities $2,151,605 $2,132,811
  • 246 -

  • Detailed income/cost statement of compulsory automobile liability insurance

Item 2020 2019
OPERATING REVENUES
Premium income (including
reinsurance revenue
NT$251,424 thousand and
NT$248,210, respectively)
Less: Reinsurance premium
outward
Net change in unearned
premium reserves
Retained earned premium
Interest income
Total operating revenues
OPERATING COSTS
Claims (including claims for
reinsurance NT$275,625
thousand and NT$279,239
thousand, respectively)
Less: Claim recovered from
reinsurer
Retained claims
Net change in claims reserves
Net change in special reserves
Total operatingcosts
$ 855,147
( 362,236 )
(
5,546
)
487,365

7,664
$ 495,029
$ 811,042
(314,515
)
496,527
13,661
(
15,159
)
$ 495,029
$ 832,183
( 350,390 )
(
5,991
)
475,802

9,922
$ 485,724
$ 835,610
(320,732
)
514,878
480
(
29,634
)
$ 485,724
  • 247 -

  • (VIII) Acquisition Cost of Insurance Contracts

  • As of December 31, 2020, the amount of the insurance contracts at each insurance

category and the calculations are as follows:

Item
General Personal
Automobile Liability
Insurance
General Personal
Automobile Physical
Damage Insurance
Personal Accident
Insurance

Compulsory Automobile
Liability Insurance

One-year Residential
General Fire Insurance

One-year Commercial
General Fire Insurance

Other Insurance (Note)

Commission
expenditure
$ 192,288
133,969

91,818

-

58,701

49,537

192,854

$ 719,167
Fee
expenditure
$ -
-
-
70,473
-
-
42,843

$ 113,316

Reinsurance
commission
expenditure
$ 20
-

-

-

-

2,571

10,567

$ 13,158
Other cost
$ 4,149
793
100
-
9,758
-
3

$ 14,803
Total






























$ 196,457
134,762
91,918
70,473
68,459
52,108
246,267
$ 860,444

Note: the balance of each insurance type less than 5% of the total are stated collectively.

The acquisition costs of the said insurance contracts are not recognized as deferred.

  1. As of December 31, 2019, the amount of the insurance contracts at each insurance

category and the calculations are as follows:

Item
General Personal
Automobile Liability
Insurance

General Personal
Automobile Physical
Damage Insurance
Personal Accident
Insurance
One-year Residential Fire
Insurance
One-year Commercial
Fire Insurance
Compulsory Automobile
Liability Insurance
Other Insurance (Note)

Commission
expenditure
$ 177,840
121,836
103,792
55,343
46,785
-

197,999

$ 703,595
Fee
expenditure
$ -

-

-

-

-

71,136
43,056

$ 114,192

Reinsurance
commission
expenditure
$ 23

-

-

-

1,914

-

11,962

$ 13,899
Other cost
$ 4,070

736

108

9,143

-

-
5

$ 14,062
Total






























$ 181,933

122,572

103,900

64,486

48,699

71,136
253,022
$ 845,748
  • 248 -

Note: the balance of each insurance type less than 5% of the total are stated collectively.

The acquisition costs of the said insurance contracts are not recognized as deferred.

  • (IX) Analysis for business profit and loss

  • The amount of the profits and losses s at each insurance category and the calculations for 2020 are as follows:

(1) Direct Insurance

Direct Insurance
Item Premiums
income
(1)
Net change in
unearned
premium
reserves(2)
Acquisition cost
of insurance
contracts
(3)
c Claims
(including the
laim expenses)
(4)
c Net change in
laims reserves
(5)
Profit (loss) of
Insurance
(6)=(1)-(2)-(3)-
(4)-(5)
Residential Earthquake
Insurance
General Personal Automobile
Liability Insurance
One-year Commercial General
Fire Insurance
General Personal Automobile
Physical Damage Insurance
One-year Residential General
Fire Insurance
Personal Accident Insurance
General Liability Insurance
Commercial earthquake
insurance
Other Insurance (Note)




$ 604,803

1,542,098
450,789
976,576
330,994
426,076

223,073
160,249
1,797,548

$ 6,512,206

(

$ -

73,626
3,340
42,084
13,367

1,432 )
10,927
1,052
76,295

$ 219,259



$ 35,119

196,437
49,537
134,762
68,460

91,917
28,822
11,893
230,339

$ 847,286


$ 1,700

837,671
186,755

562,620
25,856
181,330

55,293

1,813

962,468

$ 2,815,506

(
(
(
(
(
(
$ -

89,322

63,168 )
14,350
5,209

10,337 )

25,171 )

776 )

34,646
)
$ 25,217
)






$ 567,984
345,042

274,325
222,760
218,102

164,598

153,202

146,267
563,092
$ 2,655,372

(2) Reinsurance assumed

Insurance type Reinsurance
premium income
(1)
Reinsurance
premium income
(1)
Net change in
unearned
premium
reserves
(2)
Reinsurance
commission
expenditure
(3)
Claims for
reinsurance
(4)
c Net change in
laims reserves
(5)
Profit (loss) of
reinsurance
inward
(6)=(1)-(2)-(3)-
(4)-(5)
Profit (loss) of
reinsurance
inward
(6)=(1)-(2)-(3)-
(4)-(5)
Residential Earthquake
Insurance
Compulsory Automobile
Liability Insurance
Marine Hull Insurance
Commercial earthquake
insurance
Typhoon and Flood Insurance
Nuclear Energy Insurance
Compulsory Commercial
Automobile Liability
Insurance
General Liability Insurance
Other Insurance (Note)



$ 65,138

134,464
2,977
14,798
9,867
6,756

24,013

1,088

171,212

$ 430,313

(
(
(

$ 1,602

842
624
2,771
809

401 )

4 )

5,393 )
11,807

$ 12,657





$ -

-
13
1,206
724

-

-

16
11,199

$ 13,158


$ 276

110,142

7,721

897

530

8

20,266

3,191

169,498

$ 312,529
(
(
(
(
(
(
(
(

$ 366 )

972 )

18,885 )

745 )

1,417 )

58 )

394 )

158 )
54,445

$ 31,450








(
$ 63,626

24,452

13,504

10,669

9,221

7,207

4,145

3,432

75,737
)
$ 60,519
  • 249 -

(3) Ceding reinsurance business

Insurance type
Residential Earthquake
Insurance
One-year Commercial General
Fire Insurance
Commercial earthquake
insurance
Marine Hull Insurance
General Liability Insurance
Typhoon and Flood Insurance
Compulsory Motorcycle
Liability Insurance
Other Insurance (Note)

Reinsurance
premium
outward
(1)
$ 604,803

283,737

106,106

41,339

112,087
62,942

123,352
729,398

$ 2,063,764
Ceding net
change in
unearned
premium
reserves(2)
$ -


15,939 )

4,119 )

1,459 )
1,936

3,380 )
1,646
71,989

$ 50,674
i Reinsurance
commission
ncome and fee
income
(3)
$ 60,981


81,061


9,066

3,368
26,138

6,765
-
84,576

$ 271,955
Refundable
Claims for
Reinsurance
(4)
$ -

$ 148,265

3,396

16,607

29,153

2,064

60,203
513,428

$ 773,116
Ceding net
change in claims
reserves
(5)
$ -

(
60,975 )
(
3,084 )
(
44,987 )
(
10,996 )
(
5,668 )
5,252

9,049

($ 111,409
)
Loss (profit) of
Ceding
reinsurance
(6)=(1)-(2)-(3)-
(4)-(5)
Loss (profit) of
Ceding
reinsurance
(6)=(1)-(2)-(3)-
(4)-(5)



(
(
(
(











(
(
(
(
(

(







$ 543,822

131,325

100,847

67,810

65,856

63,161
56,251
50,356
$ 1,079,428

Note: the balance of each insurance type less than 5% of the total are stated collectively.

  1. The amount of the profits and losses s at each insurance category and the calculations for 2019 are as follows:

  2. (1) Direct Insurance

Direct Insurance
Item
General Personal Automobile
Liability Insurance

General Personal Automobile
Physical Damage Insurance
Residential Earthquake
Insurance

Casualty Insurance
One-year Commercial Fire
Insurance

One-year Residential Fire
Insurance

Commercial earthquake
insurance

Other Insurance (Note)

Premiums
income
(1)
$ 1,404,488

916,578

562,100
467,740

445,809

310,313

157,648
1,961,985

$ 6,226,661
Net change in
unearned
premium
reserves(2)
$ 80,202

18,553
-
8,353
10,796
11,503
3,868
23,979

$ 157,254
Acquisition cost
of insurance
contracts
(3)
$ 181,910

122,572
34,713
103,900
46,785

64,487
10,959

266,523

$ 831,849
Claims
(including the
claim expenses)
(4)
$ 854,947

494,625
-
195,150

96,901

25,176

8,029


929,383

$ 2,604,211
c Net change in
laims reserves
(5)
$ 3,706 )
15,824
-

9,082 )

33,898 )

281 )

7,736 )
87,022

$ 48,143
Profit (loss) of
Insurance
(6)=(1)-(2)-(3)-
(4)-(5)














(
(
(
(
(







$ 291,135
265,004
527,387

169,419

325,225

209,428

142,528
655,078
$ 2,585,204

(2) Reinsurance assumed

Insurance type
Residential Earthquake
Insurance
One-year Commercial Fire
Insurance
Commercial earthquake
insurance
Typhoon and Flood Insurance
Nuclear Energy Insurance
Marine Hull Insurance
Aviation Insurance
Other Insurance (Note)

Reinsurance
premium
income
(1)
$ 62,085

28,626
9,770
8,704
8,065
3,836
1,191

301,156

$ 423,433
Net change in
unearned
premium
reserves
(2)
$ 465

3,277
1,056
901
665
504

659 )
6,861

$ 13,070
Reinsurance
commission
expenditure
(3)
$ -

1,914
597
516
-
3

180

10,689

$ 13,899
Claims for
reinsurance
(4)
$ -

3,888
780
435

983

2,786


2,330 )
331,830

$ 338,372
c Net change in
laims reserves
(5)
$ -

10,939
35

305 )

3,268 )

8,090 )

-

14,534
)
$ 15,223
)
Profit (loss) of
reinsurance
inward
(6)=(1)-(2)-(3)-
(4)-(5)
Profit (loss) of
reinsurance
inward
(6)=(1)-(2)-(3)-
(4)-(5)



(





(


(
(
(

(
(




(
$ 61,620
8,608
7,302

7,157

9,685

8,633
4,000

33,690
)
$ 73,315
  • 250 -

(3) Ceding reinsurance business

Insurance type
Residential Earthquake
Insurance

One-year Commercial General
Fire Insurance

Commercial earthquake
insurance

Typhoon and Flood Insurance
Miscellaneous Insurance
Other Insurance (Note)

Reinsurance
premium
outward
(1)
$ 562,100


327,380

117,713
71,832
29,262

914,723

$ 2,023,010
Ceding net
change in
unearned
premium
reserves(2)
$ -

549
1,400
2,580

29,402 )
45,341

$ 20,468
i Reinsurance
commission
ncome and fee
income
(3)
$ 56,785

104,000
10,932
8,090

7,636
107,911

$ 295,354
Refundable
Claims for
Reinsurance
(4)
$ -

78,143

5,552

3,663

352

492,536

$ 580,246
c Ceding net
change in
laims reserves
(5)
$ -


25,665 )

5,998 )

3,421 )

4,958 )
123,888

$ 83,846
Loss (profit) of
Ceding
reinsurance
(6)=(1)-(2)-(3)-
(4)-(5)
Loss (profit) of
Ceding
reinsurance
(6)=(1)-(2)-(3)-
(4)-(5)





(







(
(
(
(







$ 505,315

170,353

105,827

60,920

55,634
145,047
$ 1,043,096

Note: the balance of each insurance type less than 5% of the total are stated collectively.

(X) Non-insurance assets acquired by executing recovery rights - residuals taken over and right for pursuit of recovery

and right for pursuit of recovery
Credit Insurance
Miscellaneous Insurance
Bonding Insurance
Personal Comprehensive
Insurance
General Liability Insurance
Engineering Insurance
December 31, 2020
$ 31,580
610
2,148
48
11

1
$ 34,398
December 31, 2019




$ 36,022
2,071
1,801
13
11
2
$ 39,920

(XI) Requirements for Asset Segmentation for Certain Assets

The Company has an operation for compulsory automobile liability insurance (“the insurance”), and the insurance has an independent accounting based on the “Compulsory Automobile Liability Insurance Act”, to record the operation and financial position of the insurance.

FSC issued Jin-Guan-Bao-Chan-Zi No. 10202530301 to amend “Regulations for the Management of the Various Reserves for Compulsory Automobile Liability Insurance” on December 31, 2013, and enforced the regulations on January 1, 2014.

Based on Article 5 of the “Regulations for the Management of the Various Reserves for Compulsory Automobile Liability Insurance”, the special reserves provided for the insurance shall be deposited in financial institutions via the purchase of treasury bills or in the format of time deposit. However, with the approval of the competent authorities, the following domestic negotiation securities may be purchased:

  • 251 -

  • Government bond. Exchangeable government bonds are excluded.

  • Financial bonds, NCD, bank's acceptance bill, and commercial papers guaranteed by financial institutions. But the financial bonds are limited to the general financial bonds.

The treasury bills purchased and the amount of time deposits in financial institution specified previously, shall not be lower than 30% of the total amount of retained earned pure premiums audited or reviewed by CPA of the latest period. The competent authorities may properly raise the percentage depending on the operation status of the Company.

Shall the balance of the special reserves not meet 30% of the total amount of retained earned pure premiums audited or reviewed by CPA of the latest period, all the reserves shall purchase treasury bills or have been deposited in financial institutions as time deposits.

According to Article 6 of the “Regulations for the Management of the Various Reserves for Compulsory Automobile Liability Insurance”, the funds held by the insurance (various reserves, payables, temporary receipts and payment to be carried over), shall be deposited in the banks as demand deposits and time deposits, except the special reserve, which should be handled in accordance with said requirements. However, with the approval of the competent authorities, the following domestic negotiation securities may be purchased:

  1. Treasury Bills.

  2. NCD, bank's acceptance Bill, and commercial papers guaranteed by financial institutions.

  3. Repo Government Bonds.

The amount of time deposits in financial institution specified previously, shall not be lower than 45% of the balance of funds held by the insurance minus special reserves, and 30% of the amount of retained earned pure premiums audited or reviewed by CPA of the latest period. The competent authorities may properly raise the percentage depending on the operation status of the Company.

Shall the sum of the unearned premium reserves and claim reserves not meet 30% of the total amount of retained earned pure premiums audited or reviewed by CPA of the latest period, all the reserves shall be deposited in financial institutions as time deposits.

  • 252 -

Based on Article 11 of the “Regulations for the Management of the Various Reserves for Compulsory Automobile Liability Insurance”, when a non-life insurance enterprise suspends or cease to provide the said insurance, all the reserves of the insurance shall be transferred and included to the reserve provisions of the non-life insurance enterprise succeeding the business.

Where an insurance enterprise is ordered to suspend business and undergo rehabilitation, ordered to dissolve, or its permit to provide the insurance is abrogated but no other insurer takes over the insurance business, and the liabilities of the insurance are terminated with positive balance of special reserves, the corresponding assets of such special reserves shall be transferred to Motor Vehicle Compensation Fund Accident.

XXVII. Claim Liabilities to Policyholders

  • (I) As of December 31, 2020, the information of the claim liabilities to the policyholders by the Company is summarized as the following:

  • The claim liabilities reported and paid, reported but not paid, and unreported to the policyholders

the policyholders

Item
General Personal
Automobile
Liability Insurance
Compulsory
Automobile
Liability Insurance
General Personal
Automobile
Physical Damage
Insurance
Compulsory
Motorcycle
Liability Insurance
Marine Cargo
Insurance
One-year
Commercial Fire
Insurance
Other Insurance
(Note)
Claims payable
Reported and
paid
$ -

-
-
-
-
-

-

$ -
Claim reserves
Reported but not
yetpaid

$ 530,387

76,774
157,333
58,008
129,741
153,074

753,601

$ 1,858,918
Not yetreported
$ 129,758

343,605
42,139
135,908
50,195
14,173

319,649

$ 1,035,427
Total








$ 660,145
420,379
199,472
193,916
179,936
167,247
1,073,250
$ 2,894,345
  • 253 -

  • Reinsurance reserve assets - Claim recoverable from reinsurers to the reported and

paid claims to the policyholders

Insurance type
Marine Cargo Insurance
Compulsory Automobile
Liability Insurance
Engineering Insurance
General Liability
Insurance
Compulsory Commercial
Automobile Liability
Insurance
Compulsory Motorcycle
Liability Insurance
Personal Accident
Insurance
One-year Commercial
General Fire
Insurance
Other Insurance (Note)

Allowance loss

Claimpaid
$ 21,591

15,273
4,828
4,717
3,878
3,249
2,556
1,611

36,516
)
21,187

106
)
$ 21,081
Reported and
paid
$ -

-
-
-
-
-
-
-

-
(
-

-
(
$ -
Total

(
(



$ 21,591
15,273
4,828
4,717
3,878
3,249
2,556
1,611

36,516
)
21,187

106
)
$ 21,081
  1. Reinsurance reserve assets - Claim recoverable from reinsurers to the reported but

not paid and unreported ceding claims to the policyholders

Insurance type
Compulsory Automobile
Liability Insurance

Marine Cargo Insurance
One-year Commercial
Fire Insurance
Marine Hull Insurance
Compulsory Motorcycle
Liability Insurance
Engineering Insurance
General Liability
Insurance
Other Insurance (Note)


Accumulated
impairment
Reported but
not yet paid
$ 31,792

109,141
95,535
67,023
10,529
60,203
34,985
148,639

$ 557,847
Not yet
reported
$ 155,654

39,600

5,700

22,500

55,007

3,300

16,600
69,196

$ 367,557


Total



















(
$ 187,446

148,741

101,235

89,523

65,536

63,503

51,585
217,835
925,404

314
)
$ 925,090
  • 254 -

Note: the balance of each insurance type less than 5% of the total are stated collectively.

  • (II) As of December 31, 2019, the information of the claim liabilities to the policyholders by the Company is summarized as the following:

Item
One-year
Commercial Fire
Insurance

General Personal
Automobile
Liability Insurance
General Personal
Automobile
Physical Damage
Insurance
Fishing Vessel
Insurance
Marine Hull
Insurance
Compulsory
Automobile
Liability Insurance
Compulsory
Motorcycle
Liability Insurance
Other Insurance
(Note)

Claims payable
Reported and
paid
$ 3,028


841
389
-
-

-

-

146

$ 4,404
Claim reserves
Reported but not
yetpaid

$ 199,153

444,442
145,430
125,114
121,295
73,710
47,123

692,471

$ 1,848,738
Notyet reported
$ 9,009

126,371
39,693
27,972
54,197
343,397
130,597

308,138

$ 1,039,374
Total











$ 208,162
570,813
185,123
153,086
175,492
417,107
177,720
1,000,609
$ 2,888,112
  • 255 -

  • Reinsurance reserve assets - Claim recoverable from reinsurers to the reported and paid claims to the policyholders

Insurance type
Compulsory Automobile
Liability Insurance

General Liability
Insurance
Engineering Insurance
Marine Cargo Insurance
Commercial earthquake
insurance
Compulsory Commercial
Automobile Liability
Insurance
Compulsory Motorcycle
Liability Insurance
One-year Commercial
General Fire
Insurance
Personal Accident
Insurance
Other Insurance (Note)

Allowance loss

Claimpaid
$ 9,141

8,652
5,800

4,216
3,882
2,557
4,180
2,128
1,828

10,341
)
32,043

160
)
$ 31,883
Reported and
paid
$ -

-
-
-
-
-
-
719
16

-
(
735
(
4
) (
$ 731
Total


(
(


(
$ 9,141
8,652
5,800
4,216
3,882
2,557
4,180
2,847
1,844

10,341
)
32,778

164
)
$ 32,614
  • 256 -

  • Reinsurance reserve assets - Claim recoverable from reinsurers to the reported but

not paid and unreported ceding claims to the policyholders

Insurance type
One-year Commercial
Fire Insurance

Fishing Vessel Insurance
Marine Hull Insurance
Engineering Insurance
General Liability
Insurance
Compulsory Automobile
Liability Insurance
Marine Cargo Insurance
Compulsory Motorcycle
Liability Insurance
Other Insurance (Note)


Accumulated
impairment
Reported but
not yet paid
$ 158,010

115,636
102,210
49,307
48,481
29,163

27,677
7,357
129,249

$ 667,090
Not yet
reported
$ 4,200

16,500

32,300

6,200

14,100

155,730

33,900

52,927
53,866

$ 369,723

(
Total













$ 162,210

132,136

134,510

55,507

62,581

184,893

61,577

60,284
183,115
1,036,813

4,287
)
$ 1,032,526

Note: the balance of each insurance type less than 5% of the total are stated collectively.

XXVIII. Effects from Changes of Estimates and Assumptions

  • (I) The estimate amount of claims for the following significant claim events, is the neutral estimation for the current forecast of future amount of claim, based on the inspection of the insurance accidents. However, the estimation and assumption are uncertain, and may not be consistent to the actual claim outcomes in the future. The said estimation may be revised due to re-evaluation of the case by the insurance notary or the claim personnel after inspection and collection of information; or may be modified because the delegated attorneys change the future claim amount specified in the arising litigation and related legal fees. The Company will re-evaluated and account based on the said changes, and cause the estimated claim amount of the claim event. The changed amount will directly affect the profit/loss of the current when changes occur. The estimation of the amount of each insurance type and the amount after changes are listed as follows:

  • 257 -

  • 2020

2020
Insurance type
One-year Commercial
Fire Insurance
Cargo Insurance
Aviation Insurance
Estimated amount
$ 125,968
44,670

30,190
$ 200,828
Amount after
changes


$ 67,065
44,670
30,190

The abovementioned effects do not take into account of ceding reinsurance.

  1. 2019
2019
Insurance type
One-year Commercial
Fire Insurance
Aviation Insurance
Marine Hull Insurance
Fishing Vessel Insurance
Estimated amount
$ 125,968
30,190
27,524
100,999
$ 284,681
Amount after
changes


$ 125,968
30,190
27,524
100,999

The abovementioned effects do not take into account of ceding reinsurance.

(II) The Company evaluates the premium deficiency reserve based on the expected cost method, while considering the individual cases not satisfying Article 10 of the “Regulations Governing Insurance Enterprises Engaging in Operating Reinsurance and Other Risk Spreading Mechanisms” However, the estimation and assumption are uncertain, and may not be consistent to the actual loss rate and actual general fee rate in the future. The said estimation may, due to the changes of future economic situations, cause the provision of premium deficiency reserve to increase or decrease. When the expected loss rate increases of decrease 5%, the amount of the provision of premium deficiency reserve for 2020 and 2019 may increase NT$593 thousand or NT$555 thousand, or decrease NT$593 thousand or NT$484 thousand, respectively. The changed amount will directly affect the profit/loss of the current when changes occur. The abovementioned effects do not take into account of ceding reinsurance.

  • 258 -

XXIX. Information of risk management

  • (I) Structure, Organization, and Authorities and Responsibilities of Risk Management

  • Structure and Organization of Risk Management

==> picture [434 x 308] intentionally omitted <==

In order to effectively plan, supervise and execute the risk management, in the 29th meeting of the 22nd Board of Directors on September 24, 2010, the Risk Management Committee was set up under the Board.

Risk management strategies of the Company:

  • (1) The standards of risk management established by Company include: insurance risk, credit risk, market risk, liquidity risk, operation risk and risk of match for asset and liability.

  • (2) Based on the operational plan and target of financial incomes, the risk appetite of the Company is set up as no less than 400% of the capital adequacy ratio.

  • (3) Establish the risk management procedures consistent of the business scale, nature, and complexity of the Company, so each risk is controlled to the acceptable extent.

  • 259 -

  • (4) Effectively control the capital adequacy ratio by complying with the regulations of managing capital adequacy ratio by the competent authorities.

  • (5) Establish the information security guarding mechanism and contingency plan for the business or transactions, and inter-application of information.

  • Risk management procedure of the Company:

To identify, measure, supervise and monitor each risk faced by the Company, the risk management procedure is divided as five stages, namely risk identification, risk measurement, risk response, risk control, and risk report, as for the operation of risk management.

  1. The functions of each unit are as follows:

  2. (1) Board of Directors

    • A. Shall recognize the risks to be assumed for the operations of insurance enterprise, ensure to effectiveness of the risk management, and be ultimately responsible for the risk management as a whole.

    • B. Must establish the proper risk management mechanism and culture, approve the proper risk management policies and review them regularly, and optimize the allocations of resources.

    • C. Not only pay attentions to the risks assumed by individual unit, but rather consider the effects from the aggregation of each risk at the company level. Meanwhile, the mandatory capitals required by the competent authorities, and various regulations of finance and business impacting the capital allocation shall be taken into account.

  3. (2) Risk Management Committee

    • A. Draft the policies, structures, organizational functions of risk management, establish the qualified and quantified management standards, report to the Board regularly and reflect the implementation of risk management to the Board in timely manner, and propose the necessary improvement advices.

    • B. Execute the Board’s decisions of risk management, and regularly review the performance for development, establishment, and execution of the risk management mechanism at the Company level.

    • C. Assist and supervise the risk management activities conducted by each department.

  4. 260 -

  5. D. Adjusted the risk categories, limit allocation, and assumption approach depending on the changes of circumstance.

  6. E. Coordinate the interactions and communications of cross-department risk management.

  7. (3) Risk Management Dept.

  8. A. In charge of the executions of daily risk monitor, measurement, and evaluation, and independent from the business to perform the duties.

  9. B. The risk management department shall perform the following duties based on the categories of operations:

    • a. assisting to draft and execute the risk management policies approved by the Board of Directors.

    • b. assisting to draft the risk limits based on the risk appetite.

    • c. compiling the risk information provided by each unit, to coordinate and communicate among them for the purpose of executing policies and limits.

    • d. providing the risk management related report regularly.

    • e. monitoring the risk limits and utilization of each business unit.

    • f. assisting to the stress test.

    • g. conducting backtracking test when necessary.

    • h. other matters related to risk management.

  10. C. Handling the breach of risk limits by other units under the authorization of the Risk Management Committee.

  11. (4) Business units (all departments other than Audit Dept. and Risk Management Dept.)

  12. A. The heads of business units’ duties to execute the risk management are as follows:

    • a. in charge of the management and report of the daily risks for the unit he/she belongs to, and taking the necessary responding strategies.

    • b. supervising the regular conveyance of related risk information to the Risk Management Dept.

  13. B. The business units’ duties to execute the risk management are as follows:

    • a. Identifying risks and reporting the exposures.
  14. 261 -

  15. b. Measuring the extent (quantifying or qualifying) of impact when such risks materialize, and convey the risk information in a timely and correct manner.

  16. c. Reviewing each risks and limit regularly, to ensure the risk limit of the unit is effectively executed.

  17. d. Monitoring the risk exposure and report the breaches, including the measures taken for such breaches.

  18. e. Assisting the development of the risk models, to ensure the measurement of risk, use of model, and establishment of assumptions within the business unit is on the reasonable and consistent basis.

  19. f. Ensuring the effective execution of the internal control within the business unit, to comply with the laws and regulations as well as the risk management policies of the Company.

  20. g. Assisting the collection of the operational risks.

  21. (5) Audit Dept.

Based on the current laws and regulations to audit the execution of risk management for business units of the Company.

  • (II) The extent and nature of the risk reporting and measuring system for the non-life insurance enterprises

The Risk Management Dept. compiles the risk information provided by each unit, to prepare the risk management report regularly, as well as reviews and tracks the utilization of major risk limits, to monitor the risk regularly. The risk management report is submitted to the Risk Management Committee every quarter, and the holistic risk management report is submitted to the Board of Director every six months.

The insurance risk management information system of the Company has the database for the accumulations under the same insurance for each category of insurance, and the limit control for each policy. The database not only is able to control the significant disaster risk timely, but also helpful for the business units to conduct scenario analysis and the stress tests. The limit control for each policy includes the real-time ceding reinsurance, to control the risks of significant disaster and reinsurances effectively.

  • 262 -

  • (III) The procedures for non-life insurance enterprises to sustain, measure, supervise, and control the insurance risks, and to ensure the insurance-approval policies for proper risk categorization and premium levels

When the sales of each insurance of the Company solicit business, the “Regulations Governing Business Solicitation” of the Company shall be followed. The insurance approver of each insurance shall be strictly required for their qualification, authorities and duties based on the “Regulations Governing Insurance Approval and Claims”, and they shall follow the established operational process of insurance approval for the insurance type when approving insurance, to ensure the proper risk categorization and premium levels, as well as to control the insurance risks.

  • (IV) Evaluating and managing the insurance risk extent on the basis of company as a whole

For the management of insurance risks, the Company has the risks of product design and pricing, insurance approval, reinsurance, significant disaster, claim, reserves, as well as the matching risks for assets and liabilities.

  • (V) The approaches used by the non-life insurance enterprises to limit the insurance risk exposures and prevent the risk of undue concentration:

The Company has, based on the “Regulations Governing Insurance Enterprises Engaging in Operating Reinsurance and Other Risk Spreading Mechanisms”, to established a risk management mechanism for the retained and ceding reinsurance and reinsurance inwards business; and the “Reinsurance Risk Management Operating Guidelines” has been established for execution by considering the ability to assume risks. The retained limits of insurance for each hazard unit of each insurance type are disclosed as the following:

  • 263 -

December 31, 2020

December 31, 2020
Insurance type
One-year Commercial Fire Insurance
One-year Residential Fire Insurance and Allied Perils
Insurance
Marine Cargo Insurance
Inland Marine Insurance
Marine Hull Insurance (casualty insurance of crews and
passengers)
Marine Hull Insurance (other than the casualty
insurance of crews and passengers)
Fishing Vessel Insurance
Aviation Insurance
Engineering Insurance
Credit Insurance
Bonding Insurance
General Liability Insurance
Professional Liability Insurance
Commercial Comprehensive Insurance
Miscellaneous Insurance
Personal Comprehensive Insurance
Personal Accident Insurance
Health Insurance
Automobile Physical Damage Insurance and Allied
Perils Insurance
Automobile Liability Insurance
Unit: NT$ Thousand
Highest retention
NT$ 1,500,000
NT$ 480,000
US$ 5,000
US$ 1,000
US$ 25,000
US$ 3,000
US$ 1,200
US$ 3,000
NT$ 1,500,000
NT$ 300,000
NT$ 300,000
NT$ 300,000
NT$ 300,000
NT$ 1,200,000
NT$ 1,200,000
NT$ 40,000
NT$ 40,000
NT$ 10,000
NT$ 30,000
NT$ 120,000

Note: the special businesses are not subjected to the above restrictions for the maximum self-retained amount.

  • 264 -

December 31, 2019

December 31, 2019
Insurance type
One-year Commercial Fire Insurance
One-year Residential Fire Insurance and Allied Perils
Insurance
Marine Cargo Insurance
Inland Marine Insurance
Marine Hull Insurance (casualty insurance of crews and
passengers)
Marine Hull Insurance (other than the casualty
insurance of crews and passengers)
Fishing Vessel Insurance
Aviation Insurance
Engineering Insurance
Credit Insurance
Bonding Insurance
General Liability Insurance
Professional Liability Insurance
Commercial Comprehensive Insurance
Miscellaneous Insurance
Personal Comprehensive Insurance
Personal Accident Insurance
Health Insurance
Automobile Physical Damage Insurance and Allied
Perils Insurance
Automobile Liability Insurance
Unit: NT$ Thousand
Highest retention
NT$ 1,500,000
NT$ 480,000
US$ 5,000
US$ 1,000
US$ 25,000
US$ 1,000
US$ 1,200
US$ 1,200
NT$ 1,500,000
NT$ 120,000
NT$ 120,000
NT$ 300,000
NT$ 300,000
NT$ 1,200,000
NT$ 500,000
NT$ 40,000
NT$ 40,000
NT$ 10,000
NT$ 30,000
NT$ 120,000

Note: the special businesses are not subjected to the above restrictions for the maximum self-retained amount.

  • (VI) Approaches of Managing Assets and Liabilities

When implementing various business, the case officers shall manage and monitor the potential risks in the day-to-day operations based on the internal control procedures and SOP, to prevent the mismatch between the cash flows from liabilities and assets caused by the behaviors of policyholders.

  • (VII) When certain events occur, the non-life insurance enterprises have to assume extra liabilities or input extra commitments of owner’s equity. The procedures for management, supervision, and control

  • 265 -

According to the Insurance Act, for the non-life insurance enterprises, the ratio of total adjusted net capital to risk-based capital may not be lower than 200%. Fail to meet the said ratio, the profits are not to be distributed; also, the capital-increase shall be conducted within a certain period upon the requests from the competent authorities, or the scope of operations or fund application shall be limited.

Based on the risk appetite regulated by the Risk Management Policy of the Company, the ratio of total adjusted net capital to risk-based capital may not be lower than 400%.

(VIII) Explanation of the Insurance Risk Concentration

The insurances sold by the Company include: fire insurance, marine cargo insurance, marine hull insurance, aviation insurance, personal accident insurance, automobile insurance, cash insurance, credit insurance, engineering insurance, liability insurance, health insurance, and other property insurances; the major sources of business are from within the Republic of China, and the insurance contract taken do not significantly differ from different regions.

The premium incomes for the Company mainly concentrate at automobile insurance, fire insurance, personal accident insurance, liability insurance and engineering insurance.

Various reserves are provided based on the “Regulations on Provision of Various Reserves for Insurance Enterprises” and other official orders and letters. (IX) The Sensitivities of Insurance Risks

Year
2020

2019
The impact to the profit/loss
when the expected loss ratio
increase 5%
Before
holding the
reinsurance
After holding
the
reinsurance
($ 67,360
) ($ 51,660
)
($ 67,140
) ($ 51,240
)
The impact to the profit/loss
when the expected loss ratio
increase 5%
Before
holding the
reinsurance
After holding
the
reinsurance
($ 67,360
) ($ 51,660
)
($ 67,140
) ($ 51,240
)
Unit: NT$ Thousand
The impact to the profit/loss
when the expected loss ratio
decrease 5%
Before
holding the
reinsurance
After holding
the
reinsurance
$ 62,760
$ 47,460
$ 64,100
$ 48,300
Unit: NT$ Thousand
The impact to the profit/loss
when the expected loss ratio
decrease 5%
Before
holding the
reinsurance
After holding
the
reinsurance
$ 62,760
$ 47,460
$ 64,100
$ 48,300
Before
holding the
reinsurance
($ 67,360
)
($ 67,140
)
Before
holding the
reinsurance
$ 62,760

$ 64,100
(
(
(
(


Note: the compulsory automobile insurance, nuclear energy insurance and residential earthquake insurance are excluded.

  • 266 -

  • (X) Development Trend of Claims

  • The development trend of claims for 2020 is as the following:

Unit: NT$ Thousand

Incurred accumulated claims (claim expenses included)

Year/Month
of the
Accident
2016

2017

2018

2019

2020
12
$ 2,503,104
2,013,877
2,239,137
2,136,349
2,288,237
24
$ 2,499,139
2,087,243
2,298,119
2,204,071
36
$ 2,452,145
2,073,409
2,263,292
48
60
$ 2,417,893 $ 2,408,709
2,070,556

Note: the compulsory automobile insurance, nuclear energy insurance and residential earthquake insurance are excluded.

  1. The development trend of claims for 2019 is as the following:

Unit: NT$ Thousand

Incurred accumulated claims (claim expenses included)

Year/Month
of the
Accident
2015

2016

2017

2018

2019
12
$ 1,788,128
2,503,104
2,013,877
2,239,137
2,136,349
24
$ 1,894,557
2,499,139
2,087,243
2,298,082
36
$ 1,861,135
2,452,145
2,073,409
48
$ 1,825,024
2,417,893
60
$ 1,821,207

Note: the compulsory automobile insurance, nuclear energy insurance and residential earthquake insurance are excluded.

XXX. Information of Foreign Currency Assets and Liabilities with Material Impacts

The following information is the consolidated expression of the foreign currencies other than the functional currency of the Company. The disclosed exchange rate refers to the exchange rate translating such foreign currencies to the functional currency. The foreign currency assets and liabilities with material impacts:

Unit: (Foreign currency / NT$ Thousand)

Foreignassets
Monetary items
USD

RMB
Foreign liabilities
Monetary items
USD
December31,2020
Foreign
Currency
Exchange
rate
Carrying
Amount
$ 30,521
28.48 $ 869,245
55,942
4.31 241,109
241
28.48
6,862
December31,2020
Foreign
Currency
Exchange
rate
Carrying
Amount
$ 30,521
28.48 $ 869,245
55,942
4.31 241,109
241
28.48
6,862
December31,2019 December31,2019 December31,2019
Foreign
Currency
$ 30,521
55,942
241
Exchange
rate

28.48

4.31

28.48
Foreign
Currency
$ 30,264

60,541

970
Exchange
rate

30.03

4.32

30.03
Carrying
Amount
$ 908,828
261,537

29,129
  • 267 -

The unrealized profits/losses of the foreign currencies with material impacts are as follows:

follows:
Foreign
Currency
USD
RMB
2020 Foreign
exchange
income or
loss,net
( $ 33,737 )

2,405

($ 31,332
)
2019
Exchangerate
28.48

4.31

Exchangerate

30.03

4.32


Foreign
exchange
income or
loss,net
( $ 24,797 )

304
($ 24,493
)

XXXI. Additional Disclosures

  • (I) Information about significant transactions

  • The amount of acquired properties is NT$ 100 million or more, or 20% of the paid-up capitals or more. (None)

  • The amount of disposed properties is NT$ 100 million or more, or 20% of the paid-up capitals or more. (None)

  • Transactions of the major core business items between the Company and the related parties, with the amount of NT$ 100 million or more, or 20% of the paid-up capitals or more. (None)

  • The receivables from the related parties is NT$ 100 million or more, or 20% of the paid-up capitals or more. (None)

  • Transactions in engaging in derivative financial instruments. (None)

  • Other information: Amount of the business relationship and major transactions between parent company and subsidiaries and among subsidiaries. (None)

  • (II) Information related to reinvested enterprises. (Table 1)

  • (III) Information about investment in mainland china

The Company has no investment in Mainland China.

  • (IV) Information about major shareholders: Name, shareholdings and percentages of shareholders with more than 5% shareholding. (Table 2)

XXXII. Information about segment

Based on International Financial Reporting Standards IFRS 8, “Operating Segments”, because the Company’s major business is a single business of non-life insurance, and when the management making the operational decisions, the applied company components are based on the holistic information of the Company, the Company is considered as a single operating segment, and the financial information of operating segments need not to be disclosed.

  • 268 -

Table 1. Information related to the Name, Location of the Investee:

Unit: NT$ Thousand

Name of Investor Name of Investee Location Main Activities Original investment amount Original investment amount Holdings at end ofperiod Holdings at end ofperiod Holdings at end ofperiod Net income
(losses) of the
investee in
period
Investment
income (loss)
recognized in
period
Remarks
End of the
period
End of
previous
period
Shares
(thousand
shares)
% Carrying
Amount
Taiwan Fire &
Marine Insurance
Co., Ltd.
Top Taiwan X
Venture Capital
Co., Ltd.
Taipei City INVESTMENTS $ 198,000 $ 198,000 19,800 24.75 $ 242,485 $ 103,418 $ 25,596
  • 269 -

Table 2. Information about major shareholders:

Name of major shareholder Shares Shares
Shares Equity (%)
Bank of Taiwan Co., Ltd.
Navigator Investment Co., Ltd.
Yong-Shin Development Co., Ltd.
64,608,278
25,168,675
24,158,535
17.84%
6.95%
6.67%
  • Note: The information about major shareholders referred to in the table is based on the information about the shareholders holding more than 5% of the common shares (including treasury stock) of the Company for which the Company has already completed the non-tangible registration and delivery, as made available by TDCC on the last business day of the given quarter. The capital stock recorded herein might be different, or vary, from the number of shares for which the non-tangible registration/delivery has been completed, depending on the preparation basis.

  • 270 -

  • 6.5. Parent Company Only Financial Report audited and attested by a CPA from the most recent year: The Company issues the Individual Financial Report and this item is therefore not applicable.

  • 6.6. Financial difficulties occurred to the company and its affiliated enterprises in the most recent year and up to the publication of this annual report: None.

  • 271 -

VII Review of financial position, business performance and risk issues

7.1. Comparative Analysis of Financial Conditions

Unit: NT$thousands

Year
Item
2020
December 31
2019
December 31
Difference Difference
Amount
Cash and cash equivalents 3,684,530 3,415,293
269,237
7.88
Receivable 665,460 612,947 52,513 8.57
Financial assets and loans
(Note 1)
12,096,213 11,741,232
354,981
3.02
Reinsurance contract asset 1,919,371 1,919,723 (352) (0.02)
Propertyand equipment 356,406 360,389 (3,983) (1.11)
Right-of-use assets 45,751 34,132
11,619
34.04
Intangible assets 9,957 4,708
5,249
111.49
Other Assets(Note 1) 802,948 798,491
4,457
0.56
Assets 19,580,636 18,886,915
693,721
3.67
Payables 994,378 984,681
9,697
0.98
Lease liabilities 71,498 66,645
4,853
7.28
Insurance liabilities and
insurance contract reserves
with financial product’s
nature
8,468,433 8,253,100
215,333
2.61
Reserve for liabilities 82,378 84,127 (1,749) (2.08)
Other liabilities(Note 1) 383,416 410,488 (27,072) (6.60)
Total Liabilities 10,000,103 9,799,041
201,062
2.05
Capital stock 3,622,004 3,622,004
-
-
Capital surplus 98,962 98,962
-
-
Retained earnings 5,750,823 5,413,849
336,974
6.22
Other items under equity 108,744 (46,941) 155,685 331.66
Stockholders’ Equity 9,580,533 9,087,874
492,659
5.42

Note 1:(1) The financial assets and loans include financial assets at fair value through profit or loss, investment under equity method, other financial assets, financial assets at fair value through other comprehensive income, and investment property.

(2) Other assets include the deferred income tax assets and other assets.

(3) Other liabilities include the income tax liabilities for the period, deferred income tax liabilities, and other liabilities.

Note 2:﹝-﹞ in the table means ﹝0﹞

Descriptions:

The analysis is for the changes of 20% or more from before to after the period, with the amount of NT$ 10 million or more:

(1) Right-of-use assets

  • The increase by NT$11,619 thousand this year from last year was primarily a result of the increase in lease.

  • (2) Other items under equity

The increase by NT$155,685 thousand this year from last year was primarily a result of the increase in the valuation income at fair value through other comprehensive income.

  • 272 -

7.2. Analysis of Financial Performance

Analysis of Financial Performance

Unit: NT$thousands

Year
Item
2020 2019 Increase
(decrease)amount
Change %
OperatingRevenue 5,396,686 5,200,892 195,794
3.76
OperatingCosts 3,362,516 3,151,377 211,139
6.70
OperatingExpenses 1,263,771 1,209,664 54,107
4.47
OperatingIncome 770,399
839,851
(69,452) (8.27)
Non-operating Income and
Expenses
2,540 (6,199) 8,739 140.97
PROFIT BEFORE INCOME
TAX
772,939
833,652
(60,713) (7.28)
Tax expense 85,344
130,523
(45,179) (34.61)
Income from Continuing
Operation Net Income
687,595
703,129
(15,534) (2.21)

Descriptions:

Analysis focusing on the increase/decrease changes for 10% or more

  • (1)Non-operating Income and Expenses

The increase in non-operating revenues and expenses by NT$8,739 thousand this year from the same period of last year was primarily a result of the decrease in impairment loss of reinsurance financial assets this year and increase in miscellaneous expenses in the previous year.

(2) Tax expense

The decrease in the tax expense by NT$45,179 thousand this year from the same period of last year was primarily a result of the decrease in pre-tax profit and increase in the unrealized evaluation gains from financial assets at fair value through other comprehensive income.

  • 273 -

7.3. Review and Analysis of Cash Flow

Analysis of cash flow

Analysis of cash flow Analysis of cash flow Analysis of cash flow Analysis of cash flow
Unit: NT$thousands
Opening
cash balance
Annual net cash
flow from
operating
activities
Net cash inflow
(outflow) from
investment and
fundraising
activities in this
year③
Cash balance
(inadequacy)
amount
① +②+③
Remedial measures for cash
inadequacy
Investment
plan
Fundraising
plan
3,415,293 534,945 (265,708) 3,684,530
None
None
Explanation:
1. Analysis on the cash flow changes of the current year:
(1) Operating activities
The net cash inflow was NT$534,945,000, mainly due to the current net profit before tax of
NT$772,939,000, the increase of NT$119,132,000 in financial assets measured at fair value
through profit and loss, and the increase of NT$136,205,000 in financial assets measured at fair
value through other comprehensive gains and losses, and decrease in notes receivables amounting
to NT$24,929,000.
(2) Investment activities
The net cash inflow was NT$130,044,000, mainly due to the disposal of investment properties
of NT$140,339,000.
(3) Financing activities
The net cash outflow amounted to NT$395,752,000 mainly due to the distribution of cash
dividends of NT$362,201,000.
2. Remedial action for cash deficit and liquidity analysis: Not applicable.
3.Cash liquidityanalysisfor thenextyear:
Opening
cash balance

Estimated annual
net cash flow
from operating
activities

Annual net cash
inflow
(outflow) from
financing
activities

Expected cash
balance
(inadequacy)
amount
① +②+③
Estimated remedial
measures for cash
inadequacy
Investment
plan
Fundraising
plan
3,684,530
475,261
(398,420)
3,761,370

7.4. Impact of major capital expenditures on corporate finances and business for the most recent

year

7.4.1 The use and funding sources of major capital expenditures and the nature of capital expenditures in investments in the next five years: None.

7.4.2 Projected potential benefits: None.

7.5. Investment policy in the past year, profit/loss analysis, improvement plan, and investment plan for the coming year:

The Company's investment policy is based on the principle of obtaining long-term stable profits and dispersing of risks. The main investments are distributed to public investments, special stocks with fixed income, and venture capital with high potential for growth. The cash dividends distributed by investees in 2020 amounted to NT$8,781 thousand. The Company shall carefully select investment targets in the future to increase return on equity and profitability.

  • 274 -

7.6. Risk analysis and assessment of the most recent year up to the publication date of this report

  • 7.6.1 Impact of interest rates and exchange rate fluctuations, as well as inflation on the Company’s profit and loss, as well as future response measures

In 2020, the global spread of the COVID-19 pandemic severely impacted global economies. In order to stimulate economic growth and respond to the impact of the pandemic, central banks of various countries actively adopted measures to expand monetary easing and fiscal incentives. The U.S. Federal Reserve (Fed) cut interest rates twice in March of 2020. The yield on the 10-year U.S. Treasury Bond once fell to 0.54%. With the distribution of vaccines worldwide and the proposed large-scale stimulus plans by newly inaugurated U.S. President Joe Biden, the global economy is expected to continue to recover, leading the 10-year yield of U.S. Treasury Bond to rebound from historical lows. In March 2020, Taiwan’s Central Bank lowered the discount rate to 1.125% in response to the impact of the pandemic on the global economy. Afterwards, in considering that major economies have maintained loose monetary policies and continued to implement large-scale relief and revitalization programs that will lead to moderate economic recovery, the Bank has kept policy interest rates unchanged for three consecutive quarters in order to continue support economic growth with loose monetary policies. Since the Company does not have bank borrowings or issuance of bonds, future interest rate adjustments will have no impact on the Company’s liabilities. For assets, the U.S. Federal Funds Rate is currently maintained at 0%~0.25%. With progress seen in new large-scale fiscal programs in the U.S. and better-than-expected vaccination drives, the yield on the 10-year U.S. Treasury Bond has risen to 1.5%, which is relatively favorable for foreign bond investments. The Company will continue to look for suitable financial instruments to increase investment income.

The Company’s foreign investment is mainly based on U.S. dollar and RMB assets. The Federal Reserve Board announced after its meeting on September 17, 2020 that it would change the inflation target to an average of 2%, so that the Federal Reserve will have more room and time to maintain loose monetary policy, and said that interest rates may remain unchanged before 112, so the weak U.S. dollar index is expected to remain normal; benefiting from accommodative monetary policy. China’s economic recovery is better than expected, and after the new U.S. President Biden took office, the U.S.- China trade war is expected to develop into a more rational paradigm, which will help the RMB to maintain a steady rise against the U.S. dollar. In the future, the Company will pay close attention to exchange rate trends, adjust foreign currency investment positions in a timely manner, and use various foreign exchange hedging tools such as forward foreign exchange contracts when necessary to reduce the impact of exchange rate changes on the Company's profit and loss.

In 2020, the domestic Consumer Price Index fell by an average of 0.23%, which was a significant drop from the 0.56% increase in the 2019 Consumer Price Index. This can be mainly attributed to the impact of the COVID-19 pandemic and weak international oil prices. Considering the continued economic recovery in Taiwan expected in 2021, the international demand for crude oil has rebounded, and consumer demand is also expected to recover, which will drive the price of related commodities to rise. The Directorate General of Budget, Accounting and Statistics estimates that the domestic Consumer Price Index will rise moderately by 1.33% in 2021. The Company will continue to observe the impact of inflation on interest rates and exchange rates, and achieve the goal of steady profitability under the principles of safety and liquidity.

  • 7.6.2 The policies to engage in high-risk, high-leverage investments, lending funds to others, endorsements and guarantees, and the transactions of derivative products, the main reasons for profits and losses, and future response measures

  • 275 -

The Company has not engaged in any high-risk, high-leverage investment, loans to other parties, provided any endorsement and guarantee, or conducted transactions in derivatives.

  • 7.6.3 Future R&D plans and R&D expenditure expected to be invested:

  • (1) Insurance Products

        - 1.Additional Clauses for TFMI Criminal Proceeding Costs
    
        - 2.Additional Clauses for TFMI Consolation Fund Expenses for Employer’s Liability Insurance
    
        - 3.TFMI Statutory Infectious Disease Salary Compensation Insurance for Enterprises
    
        - 4.Additional Clauses for TFMI Personal Injury Microinsurance Medical Insurance Benefits (pay-as-you-go type)
    
        - 5.TFMI e-commerce Purchase Protection Insurance
    
    • (2) IT System
      - RPA Robotic Process Automation System
      
  • 7.6.4 Financial impacts and responsive measures due to change of local and foreign regulations in recent years:

    • In order to comply with the International Financial Reporting Standard No. 17

    • guidelines, FSC has announced in 3rd Quarter 2018 that Taiwan will apply IFRS17 in 2026. TFMI has assembled IFRS17 Task Force to implement the adaptation. As at end of 2020, differentiation analysis has been completed. 2021 onwards will be the system integration related phase planning, company process flow design and internal controls installation.

  • 7.6.5 Financial impacts and responsive measures due to technological or industrial changes in the last year: None.

  • 7.6.6 Crisis management, impacts, and responsive measures due to change of corporate image in the last year: None.

  • 7.6.7 Expected benefits, risks and responsive measures in relation to mergers and acquisitions undertaken in the last year: None.

  • 7.6.8 Expected benefits, risks and responsive measures associated with plant expansions in the last year: None.

  • 7.6.9 Risks and responsive measures associated with concentrated sales or purchases in the last year: None.

  • 7.6.10 Impacts, risks and responsive measures following a major transfer of shareholding by directors, supervisors, or shareholders with more than 10% ownership interest in the last year: None.

  • 7.6.11 Impacts, risks and responsive measures associated with a change of management: None.

  • 7.6.12 Major litigations, non-contentious cases, or administrative litigations involving the company or any director, supervisor, president, person-in-charge or major shareholder 196 with more than 10% ownership interest, whether concluded or pending judgment, that are likely to pose significant impact to shareholders' equity or security prices of the company. Disclose the nature of dispute, the amount involved, the date the litigation first started, the key parties involved, and progress as of the publication date of this annual report: None.

  • 7.6.13 Other material risks and responsive measures:

  • The Company's information security risk management framework, policies, risk

  • assessment, and countermeasures:

     1. The Company has established the Information Security Management System (ISMS) based on ISO/IEC 27001 international standards. The structure of the information security Committee is shown in the figure below. The Committee convenes regular information security policy management meetings and reports annual information security implementation status to the Board of Directors.
    
  • 276 -

==> picture [297 x 167] intentionally omitted <==

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

Convener
Executive Secretary
System and Regulation
Establishment Team Inventory and Risk Audit Team
Assessment Team
----- End of picture text -----

  1. The Company passed the ISO 27001 Information security management certification by the British Standards Institution (BSI) in December 2020. The certificate remains effective. The Company follows the international standards to ensure the confidentiality, integrity, and availability of information operations. We implement information security protection and review improvements to provide more stable, safer, and better information services.

  2. The Company has purchased the information security insurance provided by Mingtai Insurance Co., Ltd. in 2020. The coverage includes information leaks, online blackmail, Internet crimes, and other Internet security incidents. Coverage for third party claims include liabilities for confidentiality, privacy, online security, and media accountability. The insured amount is NT$10,000,000.

  3. The Company conducts regular information security evaluation tasks in accordance with the "Principles for Computer System Information Security Evaluation by Insurance Companies" registered by the FSC. Evaluation items include (1) Information framework review; (2) Online activities review; (3) Online equipment, servers, and terminal equipment review; (4) External website review; (5) Security review.

  4. There has been no major information security incidents in 2019 and this year as of the published date of the Annual Report.

7.7. Other important disclosures: None.

  • 277 -

VIII Special Remarks

  • 8.1 Affiliated companies: None.

  • 8.2 Private placement of securities in the last year up till the publication date of this annual report: None.

  • 8.3 Holding or disposal of the company's shares by subsidiaries in the last year, up till the publication date of this annual report: None.

  • 8.4 Other supplementary information: None.

IX Any occurrence of event defined under Subparagraph 2, Paragraph 3, Article 36 of the Securities and Exchange Act in the previous year up till the publication date of this annual report that significantly impacted shareholders’ equity or security prices: None.

  • 278 -