In pursuing effective corporate governance, KGI securities Co. Ltd. (“KGI”) insists in transparent operation and focuses on long-term development and sustainable business, Believing strongly that a robust and efficient board of directors (“BOD”) is the cornerstone for excellent corporate governance, it is therefore KGI sets up “Audit Committee”, ”Compensation Committee” , ”Risk Management Committee” ,”Sustainable Development & Ethical Corporate Management Committee” and “Business Development, Investment, and Capital Expenditure Committee ” under its BOD with the expectation to achieve the professionalism and independence of the BOD’s supervisory function and to uphold the spirit of corporate governance. In addition, various committees, such as ”Credit and Originating Pricing Committee”, ”Trust Asset Assessment Committee”, ”New Product Review Committee” and ”Brokerage Business Credit Committee” are also established to safeguard the rights and interests of shareholders and investors. The roles and responsibilities of these committees are as follows:
- Audit Committee: to exercise powers of supervisors as specified under applicable laws, and to oversee a) the fair expression of financial statements; b) the effective implementation of internal control systems, regulatory compliance and risk controls; and c) the appointment/discharge of attesting certified public accountants and their independence as well as their performance.
- Compensation Committee: to review and advise on the performance evaluation of KGI’s directors and officers as well as the policy, structure, standard and composition of their remuneration.
- Risk Management Committee: to plan and supervise risk management matters.
- Sustainable Development & Ethical Corporate Management Committee: to manage the practice of sustainable development, push forward corporate government, pay attention to sound ethical corporate management and development about the related risk and opportunity of climate retardation and adaptation measures.
- Business Development, Investment, and Capital Expenditure Committee: to review and deliberate on the Company's business objectives and its medium- and long-term development strategies, Material matters requiring resolution in accordance with applicable laws and regulations, Material financial or non-financial equity investments, Material capital expenditures and operating expense projects and Material matters that may significantly affect shareholders' interests.
- Credit and Originating Pricing Committee: to review underwriting and investment deals.
- Trust Asset Assessment Committee: to assess the use and status of trust assets entrusted by KGI’s clients.
- New Product Review Committee: to conduct pre-launch review on products distributed or brokered by KGI or new business/financial products to be undertaken by KGI.
- Brokerage Business Credit Committee: to plan and supervise brokerage related financing and lending/borrowing business.
In addition, Audit Department will ensure the completeness of internal control system and conduct internal audit on the front, middle and back offices for full compliance of relevant operation requirements. Each business unit will convene regular or ad-hoc meetings and keep close contact with the management so as to make sure relevant issues have been fully discussed prior to the decision, a practice of corporate governance in daily operations.
- Fully comply with the laws and regulations governing information disclosure by timely providing information about the company’s finance, business and corporate governance to investors though Market Observation Post System and KGI’s official website so as to ensure the information disclosure and transparency..
- Establish adequate risk control mechanism and firewall to uphold rights and interests of the investors by enacting internal rules such as “Procedures Governing Loan of Funds and Making of Endorsement/Guarantees”, ”Procedures Governing Acquisition and Disposal of Assets”, “Operational Guidelines on Subsidiary Supervision” “Regulations Governing the Handling of Whistle Blowing Cases on Illegal and Unethical or Dishonest Conduct” and ”Code of Conducts”.
- Set up a management team of professional managers to promote business operation and enhance shareholder protection in a fair, objective and competent manner.
- Currently KGI’s BOD consists of nine directors with various backgrounds from finance, industry and academia, all having extensive experience in business management and sufficient knowledge, skills and integrity. Among them, three are independent directors. KGI informs directors of regulations relating to corporate governance as soon as they assume their post, and updates them of any changes. In order to assist directors in performing their duties, KGI also furnishes directors with information about advanced education programs and arrange the relevant programs for them.
- The BOD meeting is convened at least once per quarter,but it can be convened anytime if there is any urgent matter. The head of internal audit department shall attend the BOD meetings to present their audit reports and the head of financial department shall attend the BOD meetings to report on financial status and profits. In reviewing financial reports, the certificated public accountants will be invited to attend the BOD meetings for further explanations. During business days other than the date of BOD meetings, the directors may discuss and communicate with the said department heads or certificated public accountants if they deem it necessary. Office of Company Secretary will arrange BOD meetings and assist in consolidating proposals in advance. All members of BOD will be notified prior to the meeting of the time, agenda and materials of BOD meeting, in accordance with relevant laws and regulations. The audit department also hold annual discussion conference for the reviews on deficiency of the internal control system in accordance with Section 4 of Article 3 and Article 35 of Corporate Governance Best-Practice Principles for Securities Firms.
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KGI has appointed a chief corporate governance officer as of 1 May 2019 pursuant to relevant regulations. The BOD also approved to set up a “Standard Operation Procedure for Handling the Requests by Directors” so as to assist the directors in performing their duties and to increase the BOD’s efficiency.
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If in a BOD proposal, any director has personal interests which may be likely to jeopardize KGI’s interest, such director shall abstain from participating and voting in said proposal to avoid conflict of interests.
In order to implement corporate governance and enhance the functions of the BoD, KGI Securities establishes performance targets to enhance the operational efficiency of the BoD. In order to comply with the Company’s “Principles for the Performance Evaluation of the Board of Directors,” KGI Securities conduct the internal performance evaluation of Board’s performance once a year. The scope of the evaluation includes the Board as a whole, individual Board members, and functional committees. Since 2026, KGI Securities should enlist independent institutions or experts and scholars in conducting external evaluation at least once every three years to strengthen the independence and effectiveness of Board’s performance.
Note: Five levels for each index: Excellent (5), Good (4), Fair (3), Acceptable (2), and Needs Improvement (1). The scoring standard is based on the “average score”
- KGI thinks highly of the rights and interests of its employees and diligently complies with Labor Standards Act and relevant laws and regulations. In addition to the implementations of menstruation leave, family care leave, and other measures to protect equality in employment in accordance with Act of Gender Equality in Employment and relevant labor related regulations, KGI also furnishes email box for employees to provide their survey/suggestions and enacts preventive measures to anti-sexual harassment, both of which are handled and processed confidentially by specially-assigned persons.
- KGI carries out performance evaluation of employees in an objective and fair manner; establishes complete educational training and development system to demonstrate the equal importance on professional knowledge and work duties; and creates diverse and high-quality learning environment for employees. To provide employees with immediate support and care, KGI also offers compensations and funds for wedding, funerals and emergency assistance. Our attention is also given to provide comfortable and safe work environment for employees to enjoy balance of life and work as well as physical and mental development.
- To maintain a smooth communication channel with banks, creditors, consumers, suppliers and other parties related to the interests of KGI, and to respect and protect their due rights and interests.
- To set up a communication channel for employees and encourage them to have direct communication with managerial level so as to express their opinions on corporate management, financial status or material decisions about employee interests..
- To pay close attention to issues on consumer rights, community environmental protection, public welfare and social corporate responsibility while maintaining regular business development and maximizing the benefits for the investors.
- To regularly and irregularly file/submit, in accordance with the laws, information of business operation and finance to Market Observation Post System.
- To insist in adopting clear and timely communication methods so as to fully disclose the most transparent information about operation and financial status to all investors.
CHIEF CORPORATE GOVERNANCE OFFICER
The Secretariat is directly under the Board of Directors and staffed by a competent and appropriate number of corporate governance personnel to be responsible for relevant corporate governance affairs. The Company passed a resolution on 21 August 2020 to appoint Executive Vice President Huiwen Chang as the Chief Corporate Governance Officer effective from 1 September 2020, who is qualified as she has more than 10 years of experience in legal and corporate governance affairs.
THE KEY FUNCTIONS OF THE CORPORATE GOVERNANCE AFFAIRS INCLUDE
1. Handling matters relating to board meetings and shareholders meetings according to laws.
2. Producing minutes of board meetings and shareholders meetings.
3. Assisting in onboarding and continuous development of directors.
4. Furnishing information required for business execution by directors.
5. Assisting directors with legal compliance.
6. Other matters set out in the articles of corporation or contracts.
Sustainability
Words of the Chairman
Responsible Finance Leading the Future, Sound Management Creating Long-term Value
As the global sustainability regulatory framework continues to evolve, climate transition, digital transformation, and geopolitical risks are becoming increasingly intertwined, driving a comprehensive elevation of the social responsibilities and governance standards expected of financial institutions. Against this backdrop, truly embedding sustainable governance as a core competitive advantage, rather than merely a response to compliance requirements, has become the key to the long-term influence and success of financial institutions.
KGI Securities is committed to making sustainable governance a core element of its business operations and embedding ESG principles deeply into its business activities. In 2025, KGI Securities reported net income exceeding NT$11.5 billion and a return on equity of 17.27%. Building on a foundation of solid profitability, the Company achieved comprehensive progress across its five core ESG strategies. KGI Securities received four major awards, including the Outstanding ESG Sustainability Award and the Outstanding Talent Development Award at the Golden Yi Awards. The Company was also recognized by the Taiwan Corporate Sustainability Awards (TCSA) and named an Outstanding Enterprise for Carbon Reduction Performance by CommonWealth Magazine. In addition, its sustainable finance assessment results exceeded the industry average. These achievements represent tangible recognition of KGI Securities’ continued commitment to advancing ESG initiatives.
Capital Allocation Reflecting a Commitment to Sustainability
KGI Securities believes that the most effective way for a responsible financial institution to put its commitments into practice is through the direction and quality of its capital allocation. In 2025, KGI Securities underwrote 19 sustainability bonds with a total value exceeding NT$17.097 billion, directing capital toward green investments, rural infrastructure development, and projects with social impact. Its responsible investment portfolio covered 120 industries, and through more than 6,952 engagement activities, the Company encouraged investee companies to strengthen their ESG governance. KGI Securities achieved a 100% shareholders’ meeting participation rate, continued to reduce its investment exposure to high-carbon industries, and was once again selected for the TPEx’s “List of Institutional Investors with Outstanding Stewardship Information Disclosure.” It received full marks in both the Policy Compliance and Practical Disclosure categories. At the same time, KGI Securities, together with KGI Financial Holding, formally obtained validation from the SBTi, establishing a net-zero pathway and demonstrating its commitment to a low-carbon future through systematic action. The direction of capital allocation is KGI’s most tangible commitment to sustainable development.
Giving Back Through Finance: Supporting Customers, Communities, and Employees
“Giving Back Through Finance” is KGI Securities’ core framework for implementing sustainable governance, reflecting its concrete commitments to customers, communities, and employees.
In customer service, the first-call resolution rate reached 99.62%, and KGI Securities was once again ranked among the top 25% of large securities firms in the Fair Customer Treatment Evaluation. In financial security, KGI Securities conducted 404 anti-fraud awareness activities throughout the year, reaching more than 5.47 million participants. It became the first securities firm in Taiwan to launch the dedicated short-code SMS service “68178” and the first to provide an “Investor Fraud Intelligence Inquiry Service.” These efforts earned the Company the Excellence Award in the TPEx’s Anti-Fraud Evaluation.
In supporting local communities, KGI Securities embraced the Group’s “Local Revitalization Changemaker spirit by partnering with 11 local revitalization organizations in 2025 and organizing 50 related events. The Company procured more than NT$1.295 million in locally sourced and environmentally friendly products and services, helping to build a comprehensive support network from producers to consumers. KGI Securities believes that only when corporate resources are effectively invested in local ecosystems can businesses and communities jointly build the resilience needed to address long-term challenges. This belief forms the foundation of its commitment to advancing the vision of “Creating Local Impact, Building Resilience Together.”
In talent development and employee care, KGI Securities recorded a total of 285,640 training hours in 2025, averaging 66.9 hours per employee, and received the Golden Yi Award for Outstanding Talent Development. Employee engagement continued to improve, and the Company was honored with the Gold Award for Happy Enterprises for the third consecutive year. Employees contributed a total of 36,931 volunteer service hours throughout the year, while KGI Securities ranked first in the financial industry for the number of beach clean-up events for the fourth consecutive year. KGI Securities’ sustainability competitiveness is rooted in the professional growth and value contributions of every employee.
KGI Securities’ Commitment
KGI Securities is committed to becoming a responsible financial institution that “Empowers the Future for the Future.” The Company will continue to deepen its presence in Taiwan’s capital market, actively facilitate sustainable industrial transformation, and leverage its professional services and local engagement to become a trusted long-term financial partner for customers and society. Sustainable governance is an ongoing journey with no finish line. KGI Securities will continue to pursue continuous improvement, build long-term impact through concrete actions, and advance steadily toward a sustainable future.
Sustainability Vision and Sustainable Development Performance
KGI Securities actively implements “Green Finance” , “Sustainable Development and Transformation Implementation Strategy for the Securities and Futures Industry,” and other sustainable finance-related policies, while aligning with KGI Financial Holding Group’s five core ESG strategies: “Sustainable Governance,” “Intelligent Sustainable Finance,” “Sustainable Talent Excellence,” “Low-carbon Sustainable Environment,” and “Co-creating Sustainable Society.” The Company has established the “Sustainable Development Best Practice Principles,” committing to actively pursuing sustainable development while conducting business operations in alignment with international development trends. Through corporate citizenship, it seeks to enhance its contribution to the national economy, improve the quality of life of employees, communities, and society, and promote competitive advantages based on sustainable development. The Company also engages external experts to participate in the risk analysis and assessment of sustainable development, ESG, and climate change, jointly formulating relevant policies and response measures. Through the publication of sustainability reports, TCFD reports, and other disclosures, the Company enhances information transparency and enables stakeholders to better understand and engage with KGI Securities’ sustainable development efforts.