Corporate Governance Regulations

Corporate Governance Officer

SCSB established the Secretarial Office of the Board of Directors as the dedicated unit for corporate governance. Deputy Executive Vice President TSENG, CHIEN-FU was appointed as the corporate governance officer on January 1, 2022, and is the highest level supervisor of corporate governance related affairs, protect the rights and interests of shareholders and enhancing board functions, which was passed by the Board of Directors on November 13, 2021. Mr. TSENG has over a decade of managerial experience in legal affairs, compliance, and corporate governance units of public companies, and is therefore qualified to serve as the corporate governance officer.

1. Main scope of duties:
   • Handle relevant matters of the Board of Directors meeting and the shareholders’ meeting as required by law.
   • Produce minutes for the Board of Directors meetings and shareholders’ meetings.
   • Provide induction program to new Directors and arrange continuing education and training for existing Directors.
   • Provide required information for directors’ performance of duties.
   • Assistance in directors’ compliance.
   • Other matters specified in accordance with the SCSB Articles of Association or contracts.
2. Training courses:
   The Corporate Governance Officer also participated in training courses related to corporate governance for a total of 34.9 hours in 2022:

   Date	Training courses
   March 2, 2022	"2022 Corporate Governance Evaluation Introduction" held by Taiwan Stock Exchange Corporation (1 hour)
   March 10, 2022	The "Independent Directors and 2022 Shareholders' Meetings from an International Perspective" organized by QIC, Georgeson, and Taiwan Stock Exchange Corporation (1.5 hours)
   April 14, 2022	"2022 Information Security Awareness Training" organized by SCSB e-Learning (1 hour)
   May 4, 2022	International Twin Summit co-organized by Taiwan Stock Exchange Corporation, Alliance Advisors, and Taiwan Corporate Governance Association (2 hours)
   June 8, 2022	"2022 Communication of Important Notes in SCSB Ethical Corporate Management Best Practice Principles" organized by SCSB e-Learning (0.3 hours)
   July 5, 2022	"Corporate Governance Lectures - Public Relations Crisis Management and Response Mechanism" held by the Taiwan Academy of Banking and Finance (3 hours)
   August 2, 2022	"Corporate Governance Lectures - Analysis and Impact of the Controlled Foreign Company (CFC)" held by the Taiwan Academy of Banking and Finance (3 hours)
   August 2, 2022	"Communication of Notes on Short-term Trading vs Insider Trading" organized by SCSB e-Learning (1 hour)
   August 13, 2022	"Corporate Governance Forum - Latest Trends in Money Laundering Control Regulations and Supervision" organized by the Taiwan Academy of Banking and Finance (3 hours)
   August 30, 2022	"Corporate Governance Lectures - Financial Information Security Risk and Personal Data Protection" held by the Taiwan Academy of Banking and Finance (3 hours)
   September 29, 2022	"Announcement of guidelines for independent directors and the Audit Committee to perform duties and meeting for directors and supervisors in 2022" held by Taiwan Stock Exchange Corporation (3 hours)
   October 17, 2022	"2022 Friendly Financial Service Guidelines - Elderly and Accessibility Course" organized by Taipei Foundation of Finance (2 hours)
   October 17, 2022	"2022 Friendly Financial Services" organized by SCSB e-Learning (1.5 hours)
   October 21, 2022	"2022 Seminar on Prevention of Insider Trading" held by the Securities & Futures Institute (3 hours)
   November 12, 2022	The "Corporate Governance Forum: Arrival of the Net Zero Era - Analysis of Climate Risk Management in the Financial Industry" co-organized by Taiwan Corporate Governance Association Excellent Director Continuing Education Academy &Deloitte Taiwan (3 hours)
   November 14, 2022	"2022 Principles of Treating Customers Fairly in the Financial Service Industry" organized by SCSB e-Learning (3.6 hours).

3. Implementation status of operations in 2022:
   • Matters related to shareholders' meetings, board meetings, executive board meetings, Audit Committee meetings, Remuneration Committee meetings, Risk Management Committee meetings, and Nomination Committee meetings (prepare the agenda, meeting notices, compliance, avoiding conflict of interest, follow up and report on directors' opinions, and meeting minutes).
   • Provide directors with data necessary for performing their duties and information on the latest laws and regulations related to corporate governance.
   • Assist directors with performing their duties, compliance, communication with the management department, and arrange continuing education.
   • Conduct performance evaluations on the Board of Directors, functional committees, and board members.
   • Formulate or amend corporate governance related regulations (Corporate Governance Best Practice Principles, Rules of Procedure for Board of Directors Meetings) in coordination with company operations and the latest laws.
   • Update the Chinese and English version of Corporate Governance Section on SCSB's website at any time.
   • Formulate, supervise the implementation, and provide training on policies and promotion and prevention plans for SCSB's ethical corporate management policy.
   • Conduct corporate governance evaluations.
   • Announce material information.