彰化銀行-Boards Important Resolution

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Boards Important Resolution

Important Resolutions of Board of Directors on 2019

Important Resolutions of Board of Directors on 2019：
The 20th Meeting of the 25th Board of Directors held on January 23, 2019：
Adopted the Bank’s draft budget for fiscal year 2019.
Adopted amendments to the Bank’s “Corporate Governance Best Practice Principles.”
Adopted amendments to the Bank’s “Internal Control System for Securities Firms.”
The 21th Meeting of the 25th Board of Directors held on February 26, 2019：
Approved the proposal to acknowledge the 2018 annual business report and annual report during the General Shareholders’ meeting.
Approved the “2019 Chang Hwa Bank Risk Appetite Declaration.”
The 22th Meeting of the 25th Board of Directors held on March 15, 2019：
Approved the Bank’s 2018 “Internal Control System Declaration.”
Approved the Bank’s 2018 “Internal Control System Statements for AML/CTF.”
Approved the commissioning and fees for the Bank’s 2019 annual finances and tax auditing accountant.
Adopted amendment to the Bank’s “Regulations Governing the Acquisition or Disposal of Assets.”
Adopted amendments to the Bank’s “Rules of Procedure for Shareholders’ Meeting.”
Adopted amendments to the Bank’s “Procedures for Election of Directors.”
Approved the convening of the Bank’s 2019 General Shareholders’ Meeting.
Approved the change of the Bank’s internal auditing officer (SVP & Head of Internal Auditing Division).
The 2nd Interim Meeting of the 25th Board of Directors held on April 8, 2019：
Managing Director unanimously elected Joanne Ling as Chairperson of the Board.
Approved the retirement case of the Bank’s President Hong-Chi Chang.
Assigned Mr. Jui-Mu Huang as the President of the Bank.
The 23th Meeting of the 25th Board of Directors held on April 26, 2019：
Approved the application for permission to issue unsecured subordinated bank debentures up to NTD20 billion (or equal amount of other currencies).
Approved to propose the distribution of 2018 earnings during the General Shareholders’ meeting for recognition.
Approved the proposal to discuss earnings capitalization during the General Shareholders’ meeting.
Adopted amendments to the Bank’s “Regulations for Governing of Long-Term Equity Investment Business and Subsidiaries.”
Adopted amendments to the Bank’s “Regulations for Governing of Overseas Subsidiary Banks.”
Adopted amendments to the Bank’s “Procedures for Election of Directors.”
Adopted amendments to the Bank’s “Corporate Governance Best Practice Principles.”
Assigned Ms. Chang-Hua Cheng as the Executive Vice President of the Bank.
Adopted the remunerations, benefits and the related matters for the Chairperson of the Board.
The 24th Meeting of the 25th Board of Directors held on May 10, 2019：
Adopted amendments to the Bank’s “Accounting System.”
Adopted amendments to the Bank’s “ Implementation Rules of Legal Compliance System.”
The 25th Meeting of the 25th Board of Directors held on June 21, 2019：
Adopted amendments to the Bank’s “Codes of Ethical Conduct.”
Adopted amendments to the Bank’s “Ethical Corporate Management Best Practice Principles.”
Adopted amendments to the Bank’s “Rules of Procedure for Board of Directors Meetings.”
Adopted amendments to the Bank’s “Internal Control System for Trust Enterprises.”
Assigned the Ms. Hsueh-Ni Hsieh as the Chief Corporate Governance Officer of the Bank.
The 26th Meeting of the 25th Board of Directors held on July 18, 2019：
Approved the baseline date for the Bank’s 2018 cash and stock dividends and capitalization of retained earnings, as well as the distribution date for the Bank’s 2018 cash dividends.
Adopted amendments to the Bank’s “Internal Control System for Securities Firms.”
Adopted amendments to the Bank’s “Internal Control System for Futures Introducing Broker Business by Securities Broker.”
Approved the Bank’s 2018 remuneration resolution of directors.
The 27th Meeting of the 25th Board of Directors held on August 27, 2019：
Approved the Bank’s 2019 semi-annual financial statement.
Adopted amendments to the Bank’s “Policy of Anti-Money Laundering and Countering Terrorism Financing” and “Directions Governing Anti-Money Laundering and Countering Terrorism Financing.”
Approved the establishment of “Employee Stock Ownership Trust Committee” and Set up the Employee Stock Ownership Trust.
The 28th Meeting of the 25th Board of Directors held on September 27, 2019：
Passed to report the Bank’s 2019 business plan, the evaluation of capital adequacy, and self-assessment of risk indicators.
The 29th Meeting of the 25th Board of Directors held on October 14, 2019：
Approved the establishment of “Sustainability Committee” and the Bank’s “Sustainability Committee Charter.”
The 30th Meeting of the 25th Board of Directors held on November 12, 2019：
Approved the Bank’s “Human Right Policy.”
Assigned the Chairperson of the Board, all Independent Directors and the President as members of the Sustainability Committee.
The 31th Meeting of the 25th Board of Directors held on December 17, 2019：
Approved the Bank’s auditing plan for fiscal year 2020.

Important Resolutions of Board of Directors on 2018

Important Resolutions of Board of Directors on 2018：
The 8th Meeting of the 25th Board of Directors held on January 19, 2018：
Approved the Bank’s " Policy of Management for Three Lines of Defense in Internal Control System ".
Adopted amendment to the Bank’s " Directions Governing Anti-Money Laundering and Countering Terrorism Financing ".
The 9th Meeting of the 25th Board of Directors held on February 12, 2018：
Approved the proposal to acknowledge the 2017 annual business report and annual report.
The 10th Meeting of the 25th Board of Directors held on March 20, 2018：
Approved the Bank’s 2017 “Internal Control System Declaration” and the Bank’s insurance agent business 2017 “Internal Control System Declaration”.
Approved the case of the “2018 Chang Hwa Bank Risk Appetite Declaration”.
Approved the commissioning and fees for the Bank's 2018 annual finances and tax auditing accountant.
Approved the Bank’s 2017 “Internal Control System Statements for AML/CTF ”.
Approved the convening of the Bank’s 2018 General Shareholders’ Meeting.
Approved “The Collective Agreement” agreed between the Bank and the Bank’s corporate union.
Approved the retirement case of the Bank’s President Mr. James Shih and the appointment of Mr. Chang Hong-Chi as the Bank's President.
The 11th Meeting of the 25th Board of Directors held on April 23, 2018：
Approved the resolution to admit the distribution of 2017 earnings during the General Shareholders’ Meeting.
Approved to propose earnings capitalization for discussion during the shareholders’ meeting.
The 12th Meeting of the 25th Board of Directors held on May 15, 2018：
Approved the investment for establishing a new venture capital subsidiary.
The 13th Meeting of the 25th Board of Directors held on June 29, 2018：
Adopted amendment to the Bank’s " Internal Control System for Trust Enterprises".
Approved the Bank’s 2017 remuneration resolution of directors.
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".
Approved the Bank’s "Directions for Management of Overseas Subsidiary Banks ".
Adopted amendment to the Bank’s "Directions for Management of Long-Term Equity Investment Business and Subsidiaries ".
The 14th Meeting of the 25th Board of Directors held on July 30, 2018：
Adopted amendment to the Bank’s "Policy of Financial Consumer Protection".
Adopted amendment to the Bank’s " Implementation Rules of Legal Compliance System ".
Approved amendment to the Bank’s “Internal control system for securities transactions assistance services of securities broker” case.
The 1st Interim Meeting of the 25th Board of Directors held on August 15, 2018：
Approved the baseline date and the distribution date for the Bank’s 2017 cash and stock dividends,and surplus conversion.
The 15th Meeting of the 25th Board of Directors held on August 24, 2018：
Approved the Bank’s 2018 semi-annual financial statement.
Adopted amendment to the Bank's "Organizational Regulation".
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".
The 16th Meeting of the 25th Board of Directors held on September 28, 2018：
Adopted amendment to the Bank’s " Internal Control System for Trust Enterprises".
Adopted amendment to the Bank’s " Policy of Information Security ".
Approved the Bank’s " Regulation and Procedures of Whistleblower Report ".
Adopted amendment to the Bank’s "Accounting System".
Passed to report the Bank’s 2018 business plan, the evaluation of capital adequacy, and self-assessment of risk indicators.
The 17th Meeting of the 25th Board of Directors held on November 13, 2018：
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".
The 18th Meeting of the 25th Board of Directors held on December 11, 2018：
Approved the Bank’s auditing plan for fiscal year 2018.

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Important Resolutions of Board of Directors on 2017

Important Resolutions of Board of Directors on 2017：
26th Meeting of the 24th Board of Directors held on January 23, 2017：
Approved the Replacement of Stock Registration Agent.
27th Meeting of the 24th Board of Directors held on February 24, 2017：
Approved the proposal to acknowledge the 2016 annual business report and annual report.
Assigned Mr. Bin Chen as the Executive Vice President of the Bank.
28th Meeting of the 24th Board of Directors held on March 23, 2017：
Approval of the partial revision of the Bank’s regulations governing the Acquisition and Disposal of Assets.
Approved the case of the “2017 Chang Hwa Bank Risk Appetite Declaration.”
Approved the Bank’s 2016 “Internal Control System Declaration” and the Bank’s insurance agent business 2016“Internal Control System Declaration”.
Approved the commissioning and fees for the Bank's 2017 annual finances and tax auditing accountant.
Approved the amendment of Art. 9. of the Bank’s memorandum.
Approved the resolution to elect the 25th term of directors (including independent directors).
Approved to propose the release of non-competition restrictions for the Bank’s directors (including independent directors) of the 25th term during the 2017 General Shareholders’ Meeting.
Approved the convening of the Bank’s 2017 General Shareholders’ Meeting.
29th Meeting of the 24th Board of Directors held on April 25, 2017：
Reviewed and approved the list of candidates for directors (including independent directors).
Approved the resolution to admit the distribution of 2016 earnings during the General Shareholders’ Meeting.
Approved to propose earnings capitalization for discussion during the shareholders’ meeting.
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".
30th Meeting of the 24th Board of Directors held on May 12, 2017： .
Approved the purchase of property in Nanjing City as its business premises for future subsidiary in China and Nanjing Branch
1st Meeting of the 25th Board of Directors held on June 16, 2017：
Directors voted among themselves and elected director Ming-Daw Chang, director Cheng Ching Wu, and independent director Kuo-Yuan Liang as managing directors.
Managing directors selected unanimously Ming-Daw Chang as Chairman of the Board.
2nd Meeting of the 25th Board of Directors held on July 21, 2017：
Approved the baseline date and the distribution date for the Bank’s 2016 cash and stock dividends,and surplus conversion.
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".
Approved Codes of Ethical Conduct for the Bank.
Assigned managing independent director Kuo-Yuan Liang, independent director Jung-Chun Pan, and independent director Chi-Chang Yu as the committee of the 4th Remuneration Committee.
Approved the Bank’s “Internal control system for securities transactions assistance services of securities broker” case.
3rd Meeting of the 25th Board of Directors held on August 25, 2017：
Approved the Bank’s 2017 semi-annual financial statement.
Adopted amendment to the Bank’s " Implementation Rules of Legal Compliance System ".
Approved the Bank’s 2016 remuneration resolution of directors.
Adopted the monthly remunerations for managing directors (excluding independent managing directors) and directors (excluding independent directors).
Adopted the monthly remunerations for independent directors.
Adopted the remunerations for board Chairman, proposal of benefits and the related matters.
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".
4th Meeting of the 25th Board of Directors held on September 22, 2017：
Passed to report the Bank’s 2017 business plan, the evaluation of capital adequacy, and self-assessment of risk indicators.
Application accepted for permission to issue unsecured subordinated bank debentures up to NTD20 billion (or equal amount of other currencies).
Adopted amendment to the Bank’s " Policy of Anti-Money Laundering and Countering Terrorism Financing ".
Adopted amendment to the Bank’s " Directions Governing Anti-Money Laundering and Countering Terrorism Financing ".
5th Meeting of the 25th Board of Directors held on October 16, 2017：
Adopted amendment to the Bank's“Audit Committee Charter”.
7th Meeting of the 25th Board of Directors held on December 12, 2017：
Adopted the Bank’s auditing plan for fiscal year 2017.
Adopted the Bank’s budget draft for fiscal year 2017.
Approved the partial revision of the Bank’s procedure rules of Board’s meeting.

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Important Resolutions of Board of Directors on 2016

15th Meeting of the 24th Board of Directors held on January 15, 2016：
Important Resolutions of Board of Directors on 2016：
Assigned Ms. Hui-Lan Sun as the Executive Vice President of the Bank.
Approved the regular evaluation of the monthly salary of the executive directors (excluding independent executive directors), and directors (excluding regular independent directors).
Approved the regular evaluation the monthly salaries for independent directors.
Approved the regular evaluation of salary, benefits, etc. of the Chairman of the Board.
16th Meeting of the 24th Board of Directors held on February 25, 2016：
Approved the Bank’s 2015 “Internal Control System Declaration” case.
Approved the proposal to acknowledge the 2015 annual business report and annual report(including the consolidated statements of the subsidiaries).
Approved the short form merger case of CHB Life Insurance Agency Co. Ltd. and CHB Insurance Broker Co. Ltd.
Approved the Bank’s “Internal control system for securities transactions assistance services of securities broker” case.
17th Meeting of the 24th Board of Directors held on March 17, 2016：
Approved the commissioning and fees for the Bank's 2016 annual finances and tax auditing accountant.
Approved the case of the “2016 Chang Hwa Bank Risk Appetite Declaration.”
Establish the Bank’s “Anti-money laundering and counter-terrorism policies.”
Approved to hold the Bank's 2016 annual general shareholders’ meeting.
Approved partial amendments to the Bank’s Articles of Incorporation.
18th Meeting of the 24th Board of Directors held on April 22, 2016：
Approved the proposal to recognize the Bank’s 2015 surplus allocation case.
Passed to propose earnings capitalization for discussion during the shareholders’ meeting.
Approved the case to establish the Bank’s “Guidelines for Fair Treatment to CHB’s Customers.”
19th Meeting of the 24th Board of Directors held on May 13, 2016：
Approved the retirement case of the Bank’s Auditor General Diao-Li Lin.
20th Meeting of the 24th Board of Directors held on June 30, 2016：
Approved the establishment of the branch in Manila, Philippines.
Approved the revision to the Bank’s “Chang Hwa Bank Remuneration Committee Foundation Rules.”
Approved the appointment of Ms. Lin Ya-Lin as the Bank's Auditor General.
Approved the Bank’s “Internal control system for securities transactions assistance services of securities broker” case.
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".
21st Meeting of the 24th Board of Directors held on July 22, 2016：
Approved the baseline date and the distribution date for the Bank’s 2015 cash and stock dividends,and surplus conversion.
Approved the request to authorities for the issuance of NTD 20 billion dollars (or foreign currency of equal value) of unsecured subordinated debt.
22nd Meeting of the 24th Board of Directors held on August 26, 2016：
Approved the Bank's 2016 previous 6 months interim annual report.
Approved the 2015 board of directors’ salary allocation.
23rd Meeting of the 24th Board of Directors held on September 30, 2016：
Approved the reporting of the Bank’s 2016 “Business Plan,” “Capital Adequacy Assessment,”and “Risk Indicator Self-Evaluation.”
Approved the founding of the Chang Hwa Bank (Cambodia) Co. Ltd. in Phnom Penh, Cambodia.
Approved the revision to the “Corporate Social Responsibility Best Practice Principles.”
24th Meeting of the 24th Board of Directors held on November 8, 2016：
Approved the revision to the “Guidelines to Chang Hwa Bank investments in financial products.”
25th Meeting of the 24th Board of Directors held on December 23, 2016：
Approved the Bank’s 2017 budget.
Approved the Bank’s 2017 audit plan.
Adopted amendment to the Bank’s "Internal Control System for Securities Firms".

Important Resolutions of Board of Directors on 2015

Important Resolutions of Board of Directors on 2015：
The 3rd Meeting of the 24th Board of Directors held on January 28, 2015：
✧ Application accepted for permission to issue subordinated bank debentures up to NTD20 billion (or equal amount of other currencies).
The 4th Meeting of the 24th Board of Directors held on March 6, 2015：
✧ Approved the amendment of Art. 8. of the Bank’s memorandum.
✧ Approved the partial revision of the Bank’s rules for the election of directors.
✧ Approved the convening of the Bank’s 2015 General Shareholders’ Meeting.
The 5th Meeting of the 24th Board of Directors held on March 27, 2015：
✧ Approved for the Bank’s 2014 Business Operations Report and Financial Statement (including the consolidated financial statement) to submit to Shareholders meeting.
✧ Passed the Bank’s 2014 Internal Control System Statement.
✧ Approved the partial revision of the Bank’s procedure rules of shareholders’ meeting.
The 6th Meeting of the 24th Board of Directors held on April 30, 2015：
✧ Approved the resolution to admit the distribution of 2014 earnings during the GSM.
✧ Passed to propose earnings capitalization for discussion during the shareholders’ meeting.
✧ Approval of the partial revision of the Bank’s regulations governing the Acquisition and Disposal of Assets.
✧ Outline the “2015 Chang Hwa Bank Risk Appetite.”
The 9th Meeting of the 24th Board of Directors held on July 24, 2015：
✧ Approved to revise the Bank’s account system.
✧ Application accepted for permission to conduct insurance agent business, which includes both personal insurance and non-life insurance.
✧ Passed the baseline date and the distribution date for the Bank’s 2014 cash and stock dividends.
✧ Approved the Bank’s 2014 remuneration resolution of directors and supervisors.
The 10th Meeting of the 24th Board of Directors held on August 21, 2015：
✧ Approved the Bank’s 2015 semi-annual financial statement (including the consolidated financial statement).
✧ Approved to revise the Bank’s policy of financial consumer protection.
The 11th Meeting of the 24th Board of Directors held on September 18, 2015：
✧ Passed to report the Bank’s 2015 business plan, the evaluation of capital adequacy, and self-assessment of risk indicators.
The 12th Meeting of the 24th Board of Directors held on October 16, 2015：
✧ Assigned Hom-Gang Wang as the Executive Vice President of the Bank.
The 13th Meeting of the 24th Board of Directors held on November 12, 2015：
✧ Approved to participate in Taiwan High Speed Rail Corporation 2015 private placement of securities; the amount is NTD445 million.
The 14th Meeting of the 24th Board of Directors held on December 25, 2015：
✧ Approved Corporate Governance Best Practice Principles for the Bank.
✧ Approved Corporate Social Responsibility Best Practice Principles for the Bank.
✧ Approved Ethical Corporate Management Best Practice Principles for the Bank.
✧ Approved the Bank’s Board of Directors Self-Assessment of Performance.

Important Resolutions of Board of Directors on 2014

Important Resolutions of Board of Directors on 2014：
The 28th Meeting of the 23rd Board of Directors held on January 28, 2014：
✧ Application accepted for permission to invest in Chinese linkage bonds issued by qualified institutional investors.
The 29th Meeting of the 23rd Board of Directors held on March 6 2014：
✧ Approved for the Bank’s 2013 Business Operations Report and Financial Statement (including the consolidated financial statement) to submit to Shareholders meeting.
✧ Passed the Bank’s “2013 Internal Control System Evaluation” and “Internal Control System Statement.”
The 30th Meeting of the 23rd Board of Directors held on April 1, 2014：
✧ Approved the convening of the Bank’s 2014 General Shareholders’ Meeting.
The 31th Meeting of the 23rd Board of Directors held on May 9, 2014：
✧ Approved the resolution to discuss the distribution of 2013 earnings during the GSM.
✧ Passed to propose earnings capitalization for discussion during the shareholders’ meeting.
✧ Approved the Investment Policy of the Bank.
✧ Outline the “2014 Chang Hwa Bank Risk Appetite.”
✧ Approval of the partial revision of the procedures dealing with the transaction of derivatives by the Bank.
The 33th Meeting of the 23rd Board of Directors held on July 18, 2014：
✧ Approved the Bank’s 2013 remuneration resolution of directors and supervisors.
✧ Passed the baseline date and the distribution date for the Bank’s 2013 cash and stock dividends.
The 34th Meeting of the 23rd Board of Directors held on August 14, 2014：
✧ Approved the Bank’s 2014 semi-annual financial statement (including the consolidated financial statement).
The 35th Meeting of the 23rd Board of Directors held on October 21, 2014：
✧ Application accepted for permission to issue 20-year USD senior bank debentures up to US$1 billion.
✧ Approved the partial revision of the Bank’s memorandum.
✧ Approved the amendment the rules for the election of directors and supervisors, and removed last two words “and supervisors” from its name.
✧ Approved the resolution to elect the 24th term of directors (including independent directors).
✧ Approved the removal of non-competition restriction of the 24th term of directors (including independent directors) on the 2014 1st extraordinary GSM.
✧ Approved the convening of the 2014 1st extraordinary GSM.
The 36th Meeting of the 23rd Board of Directors held on November 12, 2014：
✧ Reviewed and approved the list of candidates for independent directors.
The 1st Meeting of the 24th Board of Directors held on December 10, 2014：
✧ Directors voted among themselves and elected director Ming-Daw Chang, independent director Kuo-Yuan Liang, and director Julius Chen as managing directors.
✧ Managing directors selected unanimously Ming-Daw Chang as Chairman of the Board.
The 1st Extraodinary Meeting of the 24th Board of Directors held on December 10, 2014：
✧ Established the Audit Committee Charter of Chang Hwa Bank.
The 2nd Meeting of the 24th Board of Directors held on December 10, 2014：
✧ Assigned managing independent director Kuo-Yuan Liang, independent director Shang-Chen Chen, and independent director Jung-Chun Pan as the committee of the 3th Remuneration Committee.
✧ Assigned James Shih as the President of the Bank.