Regulations Governing Qualification Requirements for the Founder or Responsible Persons of Financial Holding Companies and Concurrent Serving Restrictions and Matters for Compliance by the Responsible Persons of a Financial Holding Company Article 9

A director of a financial holding company shall have good personal character; any one of the following qualifications shall be possessed by at least two directors if there are five directors or less, and by another one director for each additional four directors, if there are more than five directors; and by at least two managing directors, if such positions are established:1. Have worked for not less than five years in a financial institution or financial holding company as defined in the Act, and have served for not less than three years in the position of assistant manager or in an equivalent position at the head office, and have performed with excellence in such position.2. Have worked for not less than five years in financial administration or management, and have served in t civil service at junior rank (grade 8) or higher, or in an equivalent position, and have performed with excellence in such position.3. There is other factual evidence sufficient to prove that he/she has the ability to manage the financial holding company, and to operate the business of the financial holding company in a sound and effective manner.A financial holding company, if the total assets of the previous year as audited by a CPA have exceeded NT$ one trillion, shall have three of the directors that meet one of the qualifications set out in the previous Paragraph when the number of the financial holding company’s directors is less than five person. If the number of directors of a financial holding company exceeds five, at least one more of the directors for each additional three directors shall meet one of the qualifications set out in the previous Paragraph. If a financial holding company has managing director(s), at least three of the managing directors shall meet one of the qualifications set out previous Paragraph.The number of a financial holding company’s directors, who are not government agencies, juristic persons or representatives thereof, that meet the qualifications set out in Paragraph 1, shall comply with the preceding two Paragraphs. When the total number of director exceeds thirteen, the number of directors that meets one of the qualifications set out in Paragraph 1 could be five.The preceding Paragraph does not apply to a financial holding company that its shareholding is 100 percent held by the government.The chairperson of a financial holding company shall possess any of the qualifications set out in Paragraph 1.Among the supervisors of a financial holding company, at least one supervisor shall possess any of the qualifications set forth in paragraph 1 or have not less than five years of auditing experience in a financial institution or financial holding company as defined in the Act, and have performed with excellence in such position.A financial holding company shall, within 10 days following any election of chairperson or a director or supervisor possessing the qualification set forth in paragraph 1, subparagraph 3, report the election and submit relevant qualification documents to the competent authority for recognition; where any of that person's qualifications has not been recognized by the competent authority, the competent authority may order the financial holding company to make an adjustment within a prescribed period of time.Where a financial holding company has concerns about whether the provision of paragraph 1, subparagraph 3, applies to a candidate for director or supervisor, it may file a report with the competent authority for recognition before the election.Where a financial holding company has a bank subsidiary, at least one of its directors shall have any one of the following qualifications:1. Having worked for not less than five years in a bank and have served for not less than three years in the position of assistant manager or in an equivalent position at the head office, and have performed with excellence in such position.2. Having worked for not less than five years in financial administration or management and have served in civil service at junior rank (grade 8) or higher, or in an equivalent position, and have performed with excellence in such position.3. Having other factual evidence to the possession of professional banking knowledge or banking management capability to effectively manage the banking business.The regulations regarding the qualifications of directors in the preceding Paragraph shall apply mutatis mutandis to financial holding companies with an insurance or securities subsidiary.