Business Performance

KGI Life has a sound corporate governance framework, with the shareholders' meeting being responsible for acknowledging annual dividend distribution, financial statements, and issuance of new shares for the capitalization of profits. The Board of Directors is responsible for reviewing important business decisions, such as the Company's business plans and appointment of important managers. To fulfill our commitment to ethical corporate management and avoid conflict of interest, directors recused themselves according the Rules of Procedure for Board of Directors Meetings and Corporate Governance Best Practice Principles if they or the entity they represent have an interest in any agenda items during the board meeting. Directors who recuse themselves may not exercise voting rights on behalf of other directors, which complies with relevant laws and regulations.

KGI Life actively responded to the FSC's "Corporate Governance 3.0 - Sustainable Development Roadmap" and "Corporate Governance 4.0 - Sustainable Development Action Plans for TWSE- and TPEx-Listed Companies," and complies with the "Corporate Governance Best Practice Principles for the Insurance Industry" and the Company's "Corporate Governance Best Practice Principles." The Company appointed a full-time corporate governance officer in 2019 as the highest level supervisor for corporate governance-related affairs to strengthen corporate governance operations. The corporate governance officer provides directors with the information needed to fulfill their duties and remain compliant with regulations. In addition the corporate governance officer is also tasked with assisting directors with their affairs and improving the Board's overall efficiency, enabling the Company to achieve great corporate governance performance.

The Board performance evaluation is an important mechanism for self-examination, improvement, and sustainable management. KGI Life established the "Board of Directors Performance Evaluation Guidelines" to ensure the effective operation of the Board of Directors, the Company's sustainable development, and to create an excellent corporate governance culture. KGI Life conducts performance evaluations for the Board of Directors, individual directors, and functional committees each year.

The Company's Board of Directors pays close attention to sustainable development and treating customers fairly issues, and added "Attention to ESG issues" and "Actively implements the principles for treating customers fairly" to self-evaluation items of the Board performance evaluation in 2019, fully displaying KGI Life's consistent push for sustainable development, and determination to protect policyholder's rights and interests. In addition, the Company added three ESG evaluation items when amending the "Board of Directors Performance Evaluation Guidelines" in January 2024, including: "Board members understand the major ESG issues and their developments within the Company's industry," "The Board of Directors continues to support corporate sustainability and provides guidance for effective ESG implementation to fulfill corporate social responsibilities," and "The Board of Directors regularly reviews the implementation of the Company's ESG issues." Related items were added as the sixth assessment aspect "Participation in ESG" of the questionnaire.

To meet the requirements on evaluating the performance of responsible persons in concurrently held positions set forth in Article 5 of the Regulations Governing Qualification Requirement and Concurrent Serving Restrictions and Matters for Compliance by the Responsible Persons of Insurance Enterprises, the Company added "Directors do not concurrently hold positions in multiple companies (including director and supervisor seats). If directors concurrently hold any positions, the directors have ensured effective performance in their concurrent positions, that they do not have any conflict of interest, and that they do not violate internal controls of each institution."

Pursuant to Article 24 of the Company's Articles of Incorporation, remuneration of the Company's directors is determined by the Board of Directors based on their participation in the Company's operations, value of their contribution, their responsibilities, as well as industry standards. However, the remuneration of independent directors is a fixed amount decided by the Board of Directors. The Company's "Director Remuneration Guidelines" specify the structure of directors' remuneration (including director's remuneration, compensation, and attendance fees) and the factors referenced when determining directors' remuneration, including the director's participation in the Company's operations, the value of their contributions and their responsibilities, the industry standard in Taiwan and overseas, and the Company's future risks. The remuneration of directors is discussed and approved by the Remuneration Committee and then submitted to the Board of Directors for approval.

• Establish a sound reporting system, set up multiple reporting channels, and provide measures to protect the rights and interests of whistleblowers
• No unethical conduct was found after investigating reports in 2023, and ther e w ere no violation s of e thical c orporate management and anti-corruption as well
• Implement the accountability system, determine responsibilities for incidents, strengthen managerial competencies, and impr ove t he c orporate g overnance structure

• KGI Life has set strict risk management as a business goal of concern for the future, and established as well as periodically reviewed the risk management policy, which is the highest guiding principle of internal risk management mechanisms
• The risk management organizational structure covers the Board of Directors, Risk Management Committee, chief risk officer, risk management units, and related businesses and audit units, building a comprehensive network
• Continue to pass the ISO 22301:2019 management system periodic review to ensure the Company's post-disaster recovery ability 

• The chief compliance officer serves as the AML/CFT officer and oversees related operations
• The results of the c omprehensive money laundering and terrorism financing risk assessment in 2023 are within the Company's risk limit and risk appetite
• Encourage and subsidize employees to obtain d omestic and overseas professional certificates

• Establish a vice president-level chief information security officer to be in charge of the "Information Security Department"
• Renew information security insurance and obtain feedback from professional information security consultants of the insurance company
• Established an "Information Security Incident Handling Team" to immediately look into and support the response to information security incidents

• Establish a st andardized review process using the "regulatory change management system" to assist with monitoring and integration
• Convene regular communication meetings for the second line of defense every six months to establish a clear horizontal communication mechanism
• KGI Life did not receive any fines from the FSC in 2023