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其他委員會 其他委员会 Committees

The Audit Committee is to be comprised of only independent directors and not have less than three members of which one shall be the committee chair. At least one member must have expertise in accounting or finance. The term of office for a committee member is to be the same as that of independent director. If the number of independent directors is not adequate to comply with the minimum of three, there must be a shareholder meeting held within 60 days, at which time the appropriate numbers of independent directors will be elected to fulfill the requirement.

At its 2016 Annual General Meeting, the Company elected four independent directors, who comprise the current membership of the Audit Committee, which is convened by Independent Director Sou Shan Wu. The Audit Committee meets at least once every month, as well as holding additional meetings when necessary.

Primary Objectives of the Audit Committee

1. Express opinions on the financial statements
2. Confirm the independence of the company's auditors
3. Ensure measures for internal control are applied
4. Company compliance with relevant rules and regulations
5. Control of existing and potential risks

審計委員會委員 审计委员会委员 Audit Committee Members
Sou Shan Wu
Independent Director (Convener)
Ph.D., University of Florida
經歷 经历 Experience
  • Taipei Exchange, Chairman
  • Securities and Futures Institute, Chairman
  • Chang Gung University School of Management, Professor, Dean
  • NCTU Management Science Dept., Chair, Dean, Professor
  • Hua Nan Bank, Managing Supervisor
  • Hua Nan Financial Holdings, Supervisor
Ming Ling Hsueh
Independent Director
Master's in Accounting, Soochow University / MBA, Bloomsburg University of Pennsylvania
經歷 经历 Experience
  • PwC Taiwan, Director
  • Tsing Hua University, Adjunct Professor
  • R.O.C. Prof. & Tech. Examinations Committee, Member
  • Taiwan Corp. Gov. Assoc., Executive Director
Lai Ping Chi
Independent Director
Master's in International Relations, University of Chicago
經歷 经历 Experience
  • Sony Life Insurance Co., Ltd., Greater China CEO
  • MetLife (U.S.) Int'l Dept., Deputy CEO
  • Sino-US MetLife, Managing Director
  • MetLife Hong Kong, Chairman
  • MetLife Taiwan, General Manager
Yin Hua Yeh
Independent Director
Ph.D. in Finance, National Taiwan University
經歷 经历 Experience
  • Financial Supervisory Commission, Commissioner
  • Fu Jen University Graduate School of Finance, Chair
  • Corp. Gov. Research Center, Director
  • Special Committee on Corp. Gov. Reform, Committee Member
  • Financial Restructuring Fund, Vice-Head of the Valuation Division
  • Taiwan Stock Exchange, Resident Supervisor
  • Listed and OTC Company Review Committee, Member
  • Securities and Futures Investors Protection Center, Director
  • Taiwan Corp. Gov. Assoc., Vice Chairman
  • Central Deposit Insurance Corp., Advisory Committee Member

The committee is comprised of at least three independent directors, with one serving as the committee chair on a rotating basis. The chairperson also acts as the representative for the committee. The committee members are nominated by the company chairman, and appointed with approval from the board of directors. The term of office for committee members is the same as that of independent directors. If a member is dismissed and the number of members falls below the prescribed minimum of three, a new member is to be selected by the board within three months of the occurrence, and that member will serve the remainder of the original term. The committee shall convene at least two times per year, and must convene at any other point its members deem necessary.

Primary Objectives of the Remuneration Committee

In its role assisting the board of directors to exercise the due care of a good administrator, the Committee shall loyally fulfill the following duties:
1. Set and periodically review the board of directors and management’s performance evaluation and remuneration policies, systems, standards, and overall structure.
2. Periodically evaluate and set remuneration policies for the Company’s directors and management.

薪資報酬委員會委員 薪资报酬委员会委员 Remuneration Committee Members
Ming Ling Hsueh
Independent Director (Convener)
Master's in Accounting, Soochow University / MBA, Bloomsburg University of Pennsylvania
經歷 经历 Experience
  • PwC Taiwan, Director
  • Tsing Hua University, Adjunct Professor
  • R.O.C. Prof. & Tech. Examinations Committee, Member
  • Taiwan Corp. Gov. Assoc., Executive Director
Sou Shan Wu
Independent Director
Ph.D., University of Florida
經歷 经历 Experience
  • Taipei Exchange, Chairman
  • Securities and Futures Institute, Chairman
  • Chang Gung University School of Management, Professor, Dean
  • NCTU Management Science Dept., Chair, Dean, Professor
  • Hua Nan Bank, Managing Supervisor
  • Hua Nan Financial Holdings, Supervisor
Yin Hua Yeh
Independent Director
Ph.D. in Finance, National Taiwan University
經歷 经历 Experience
  • Financial Supervisory Commission, Commissioner
  • Fu Jen University Graduate School of Finance, Chair
  • Corp. Gov. Research Center, Director
  • Special Committee on Corp. Gov. Reform, Committee Member
  • Financial Restructuring Fund, Vice-Head of the Valuation Division
  • Taiwan Stock Exchange, Resident Supervisor
  • Listed and OTC Company Review Committee, Member
  • Securities and Futures Investors Protection Center, Director
  • Taiwan Corp. Gov. Assoc., Vice Chairman
  • Central Deposit Insurance Corp., Advisory Committee Member
Lai Ping Chi
Independent Director
Master's in International Relations, University of Chicago
經歷 经历 Experience
  • Sony Life Insurance Co., Ltd., Greater China CEO
  • MetLife (U.S.) Int'l Dept., Deputy CEO
  • Sino-US MetLife, Managing Director
  • MetLife Hong Kong, Chairman
  • MetLife Taiwan, General Manager

Yuanta Financial Holdings’ Integrity Management Committee is comprised of the heads of the Corporate Planning, Administration, Human Resources, Compliance, and Legal Departments, and is currently chaired by the Company’s Chief Human Resources Officer, who convenes the meetings on a semi-annual basis. In 2017, the Integrity Management Committee met on February 14 and September 30.

Primary Objectives of the Integrity Management Committee

The Integrity Management Committee shall assist the board of directors and Company management in supervising the implementation of operating procedures and preventative measures relating to operational integrity, and shall adhere to legal regulations in the setting of preventive measures against corruption and malfeasance, in order to ensure that the Company is managed in accordance with sound ethical principles.

Integrity Management and Legal Compliance

In its “Integrity Management Guidelines” and “Guidelines for Conduct”, Yuanta clearly lays out prohibited bad faith behaviors and benefits, along with forbidding the giving or receiving of bribes, provision of illegal political donations, granting of inappropriate charitable gifts or sponsorships, and the provision of unreasonable gifts, entertainment, or other inappropriate benefits. These guidelines also call for regular training, education, and promotion of ethical behavior, as well as appropriate reporting and disciplinary measures.
The Company’s “Integrity Management Guidelines” are closely linked to its internal control standards, and serve to prevent inappropriate actions by Company staff. They ensure that departments adhere to internal controls and operational best practices, including the “Code of Ethics”, “Rules for Board Meetings”, “Audit Committee Organizational Rules”, and the “Standard Procedures for Outside Gifts”. In addition to this, the Audit Department undertakes annual inspections of general operations. In accordance with the “Guidelines for Conduct”, should any staff member be involved in unethical activity, the responsible unit shall handle the issue according to established procedures and report to the Board of Directors regarding the details of the matter, its handling, and any follow-up improvement measures being taken.

Should the Company encounter outsiders engaging in acts of bad faith and malfeasance, we shall notify the appropriate legal and prosecutorial authorities of the relevant facts; should public sector agencies or civil servants be involved, appropriate governmental anti-corruption organs shall be notified. Moreover, as the involvement of the Company employees in fraud or criminal negligence could potentially lead to damage to company assets and reputation, or to the rights of shareholders, customers, creditors, and any other stakeholders, the Company has not only established relevant rules and standards, but also employee working rules and an effective, appropriate set of internal control standards. Coupled with our legal compliance, risk management, and internal auditing mechanisms, these help ensure that the Company can continue operating effectively and prevent against fraud or serious negligence. All staff of the Group are subject to both financial regulations and HR management guidelines; should either be breached, appropriate punishment shall be implemented based on the severity of the breach; where a breach of the regulations is found to be severe enough, criminal and civil action shall be taken against the offender in order to protect the rights and interests of the Company and its stakeholders. The Company is committed to the concepts of probity, transparency, and responsibility in its operations, and thus will continue to promote and implement policies founded on integrity, in order to enhance and fulfill the Company’s responsibility to integrity management.

Integrity Management Guidelines Procedures for Integrity Management and Guidelines for Conduct

The Risk Management Committee assists the Audit Committee and the board of directors in carrying out risk management duties. The Committee is convened by the chairman of Yuanta Financial Holdings, and is comprised of the president of each Company subsidiary, as well as the Chief Risk Management Officer and other individuals appointed by the convener. The Committee meets quarterly, and reports its resolutions directly to the Audit Committee and the board of directors.

Primary Objectives of the Risk Management Committee

The Risk Management Committee’s duties include carrying out an annual review of risk limits, reviewing risk management reports, integrating and coordinating inter-subsidiary risk management issues, and promoting awareness of major risk management matters.

The risk management organization of the Company follows a “three lines of defense” model, with each line having clearly defined organization, responsibilities, and functions to ensure the effective implementation of risk management mechanisms.


For more information on Yuanta Financial Holdings’ risk management policies, please visit our website’s Risk Management section.