Succession Planning for Board Members and Key Management Personnel
Succession Planning for Board Members
SinoPac Holdings adopts a candidate nomination system during the election of directors. According to Article 34 of SinoPac Holdings' Corporate Governance Guidelines, diversity shall be considered when determining the composition of the Board of Directors. The percentage of directors concurrently serving as officers shall not be too high and shall comply with Article 28 concerning directors holding concurrent positions. An appropriate diversity policy, which should include but not be limited to criteria in the following two areas, fundamentals and value (gender, age, nationality or country of origin, race or ethnicity, culture background, and other factors) as well as professional knowledge and skills (professional background such as law, accounting, industry, finance, marketing or technology; professional skills; and industry experience), shall be formulated based on SinoPac Holdings' business operations, operating dynamics, and development needs. At the same time, SinoPac Holdings has established the "Regulations Governing the Evaluation of the Performance of the Board of Directors," where performance evaluation shall be conducted on the Board of Directors each year with a view to confirming the effectiveness of the operation of the Board of Directors and assessing the performance of the directors, so as to serve as a reference for nomination of directors for re-appointment.
SinoPac Holdings' 8th Board of Directors consists of seven directors, including three independent directors, one director who concurrently serves as a managerial officer at SinoPac Holdings (where Director Mr. Stanley CHU concurrently serves as the President of SinoPac Holdings), and three directors who do not concurrently serve as a managerial officer at SinoPac Holdings. The composition of the Board of Directors is diverse with different professional experiences (e.g., financial holdings, banking, securities, financial administration or management, and others) or backgrounds (e.g., banking, commerce, law, accounting, finance, information security/information technology, and risk management). In addition, these directors possess the knowledge, skills, and competencies required to perform their duties. SinoPac Holdings will continue to enhance diversity in the structure of the Board of Directors in the future.
As far as succession planning for Board members is concerned, SinoPac Holdings has put in place a well-established management associate program. At present, many senior executives in the Group possess the management and professional competencies required to serve as directors. At the same time, SinoPac Holdings is also searching for professional talents externally, so as to make preparations for succession planning for directors. As regards independent directors who are required to possess the necessary professional experience in commerce, law, finance, accounting or other businesses of SinoPac Holdings, SinoPac Holdings is also seeking candidates for independent directors, so as to serve as a reference for the election of independent directors in the future.
In addition, SinoPac Holdings regularly provides directors with numerous opportunities to attend various seminars, conferences, workshops or courses on topics related to corporate governance, such as finance, risk management, commerce, law, accounting or internal control systems. At least six hours of training courses are arranged for each director every year, in order to enhance the professional knowledge of Board members and enable them to acquire new knowledge.
Succession Planning for Key Management Personnel
A. To build the cornerstone for sustainable operation, the "SinoPac Management Echelon Talent Review and Reserve Development Plan" was planned in 2015 and has been gradually launched since 2017. The targets include the presidents, coach supervisors and head supervisors of each subsidiary of the Company, and gradually expand down to the division level supervisors of each subsidiary. Using scientific evaluation methods and feedback from the internal decision-making supervisor team, the internal selection is made layer by layer, and the potential talent pool is thus cultivated. The specific methods and implementation steps of the overall project plan include the following:
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Confirm talent requirements: In accordance to the future strategic development of the Company, through comprehensive interviews and discussions with the upper level, similar rank, peers, and subordinates, we set the specifications and required skills of important senior executives (including president, supervisor, division supervisor, etc.) and examine with adjustments every three years.
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Identify high-potential talents: Every year, it identifies personal characteristics and leadership potential using international professional assessment tools. It integrates internal information from different dimensions and conducts a comprehensive inventory analysis for the management echelon. The management echelon is divided into three layers: "talent pool," "high potential talents," and "reserve talents for key positions". it screens high-potential reserve talents with a professional and objective standpoint.
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Effectively utilize talents: Every year, a talent development committee is held to discuss and confirm the results of the management echelon talent inventory, the reserve candidates for key positions in major subsidiaries, and the development plan for reserve candidates for key positions. Through the inspection of various aspects, including ethics, experience, performance, development will, personality traits and functions, etc., no more than 3 reserve training candidates are nominated for each key position. There are two types of preparation schedules, standby and reserve cultivation, the results of which are jointly reviewed and adjusted by the Chairman and the President every six months to ensure that key position reserve candidates have the qualifications and abilities to take on important positions.
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Accelerate talent cultivation: In order to continuously improve the leadership and management functions of high-potential talents, in addition to improving the six management functions through on-the-job management training, we also design a leadership development checklist using institutionalized tools, such as internal and external training, rotation,attendance at important meetings, leading cross-departmental major projects, etc., to accumulate experience and sharpen the mind. The Individual Development Program (IDP) was launched in 2020 for key reserve talents. Through functional tasks and challenges, combined with company and departmental mission goals, the program aims to strengthen the advantages and capabilities of the current positions, and improve the readiness of the reserve positions.
B. In the fourth quarter of each year, the Company and its subsidiaries' high-level supervisors (including the president) hold a strategic consensus camp for training and to discuss the future strategic planning and goals. Since 2019, thematic courses have been arranged according to the needs of the organization and stimulated different thinking and influence in the management echelon through discussions in the course.
C. The "SinoPac Outstanding A+" is held for key position reserve talents and high-potential talents at senior level and above, the "SinoPac Outstanding Leadership Academy" is held for high-potential talents above the senior director level for 6-8 months, and the "SinoPac EMBA+" is held for mid-level high-potential talents for 8-10 months. The purpose is to enhance the strategic thinking ability of middle and senior executives, improve leadership skills, establish values for talent development, and promote self-awareness and change, in order to establish a common management language for SinoPac's management team from top to bottom. At the same time, the latest management ideas and industry trends could be learned through the extensive knowledge of external professors from National Taiwan University and National Chengchi University and by visiting benchmark companies. On the other hand, with years of leadership experiences of internal mid and senior executives, more management leadership practices could be shared and exchanged, creating cultivation plans that begin with established goals and enhancing the team's business vision and strategic structure, thereby enriching the successor talent pool of important management levels.