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Fubon Financial Holding Co., Ltd Fubon Financial Holding Co., Ltd. 2011 Annual General Shareholders’ Meeting Agenda Handbook Date: June 24, 2011, at 9:00 a.m. Address: 14F, No. 50, Sec. 2, Jhongshan N. Rd., Taipei, Taiwan, R.O.C. (the 14th floor grand auditorium located at the Taipei Fubon Bank Jhongshan Building) Table of Contents Meeting Procedures…………………………………….…………………………... Meeting Agenda………………………………………………….…………………. Matters to be Reported……………………………………………….…... ……….. (1) 2010 Business Report………………….………..…..………….......................... (2) 2010 Statement and Records of Account Examined by the Audit Committee… (3) Issuance of Unsecured Corporate Bonds in 2010……………………………….. (4) Repurchase of Treasury Stock and Amendments to the “Rules Governing Repurchase of Shares and Transfer to Employees” …………………………………………………………. (5) Establishment of “Ethical Corporate Management Best Practices Principles”… Matters to be Acknowledged………….…………………...………………………. (1) Acknowledgement of the 2010 Business Report and the Financial Statements.. (2) Acknowledgement of the 2010 Earnings Distribution………………………… Matters for Discussion and Election……………………………………………….. (1) Issuance of New Shares via Capitalization of Retained Earnings……………... (2) Company’s Long-Term Fund Raising Plan………………………………….. (3) Election of the Fifth Term Directors………………………………………….. (4) Release of Fifth Term Directors from the Non-Competition Restrictions …… Provisional Motion(s)……………………………………………………………… Attachments…………………………………………………………………….….. Appendix……………………………………………………………………………. Fubon Financial Holding Co., Ltd. 2011 Annual Shareholders’ Meeting Meeting Agenda 1. Announcement of the Commencement of the Meeting 2. Chairman’s Remarks 3. Matters to be Reported 4. Matters to be Acknowledged 5. Matters for Discussion and Election 6. Provisional Motion(s) 7. Meeting Adjourned Fubon Financial Holding Co., Ltd. 2011 Annual Shareholders’ Meeting Meeting Agenda Date: June 24, 2011 at 9:00 a.m. (Friday) Location of the Meeting: 14F, No. 50, Sec. 2, Jhongshan N. Rd., Taipei, Taiwan, R.O.C. (the14th floor grand auditorium at the Taipei Fubon Bank Jhongshan Building) 1. Announcement of the Commencement of the Meeting (report the number of shares represented by shareholders present at the meeting) 2. Chairman’s Remarks 3. Matters to be Reported (1) 2010 Business Report. (2) 2010 Statement and Records of Account examined by the Audit Committee. (3) Issuance of Unsecured Corporate Bonds in 2010. (4) Repurchase of Treasury Stock and Amendments of “Rules Governing Repurchase of Shares and Transfer to Employees” (5) Establishment of “Ethical Corporate Management Best Practices Principles”. 4. Matters to be Acknowledged (1) Acknowledgement of the 2010 Business Report and the Financial Statements. (2) Acknowledgement of 2010 Earnings Distribution. 5. Matters for Discussion and Election (1) Issuance of New Shares via Capital Increase from Retained Earnings. (2) Company’s Long-Term Fund Raising Plan. (3) Election of Company’s Fifth Term Directors. (4) Release of the Fifth Term Directors from the Non-Competition Restrictions. 6. Provisional Motion(s) 7. Meeting Adjourned Matters to be reported: Agenda One: 2010 Business Report (Reported by the Board of Directors) Explanation: Please refer to Attachment I for the 2010 Business Report (detailed in page [*] of this Handbook) Agenda Two: 2010 Statement and Records of Account examined by the Audit Committee (Reported by the Audit Committee). Explanation: Please refer to Attachment II for the Audit Report from the Audit Committee on “The 2010 Business Report, Financial Statements and Earnings Distribution” (detailed in page [*] of this Handbook). Agenda Three: Issuance of Unsecured Corporate Bonds in 2010 (Reported by the Board of Directors) Explanation: 1. With respect to the eighth Board of Directors’ resolution of the fourth term on April 28, 2010 regarding the issuance of unsecured corporate bonds in 2010, such issuance has been approved by the Financial Supervisory Commission letter No. 0990039279 dated August 3, 2010, and the unsecured corporate bonds has been issued on August 23, 2010. 2. The total issued amount of NT$5,000,000,000 was used to replenish the Company’s working capital, with the issuance terms and conditions as stated below: Issuance Amount Issue Term Issuance Date Maturity (Hundred Coupon Rate Millions of NT$) 5 99-1 2010/8/23 2015/8/23 50 1.56% years 3. Please refer to Attachment III for the status of the bond issuer’s handling and relevant rules (detailed in page [*] of this Handbook). Agenda Four: Repurchase of Treasury Stock and Amendments to the “Rules Governing Repurchase of Shares and Transfer to Employees” (Reported by the Board of Directors) Explanation: 1. This proposal is conducted in accordance with Paragraph 7 of Article 28-2 of the Securities and Exchange Act and Article 10 of the Company’s “Rules Governing Repurchase of Shares and Transfer to Employees” 2. This seventh repurchase of treasury stock was approved in the tenth Board of Directors’ meeting of the fourth term held on August 27, 2010. The repurchase resolution is as follows: (i) Purpose of Repurchase: to transfer shares to employees (ii) Anticipated Repurchase Period: August 30, 2010 to October 29, 2010 (iii) Anticipated Number of Shares to Repurchase: 5,000,000 shares (iv) Anticipated Repurchase Price: NT$ 34 to 42 per share (continue to repurchase if the price is lower than NT$ 34 minimum) 3. Results of the Repurchase: (i) Actual Number of Shares Repurchased: 5,000,000 shares (ii) Actual Repurchase Period: August 31, 2010 to October 13, 2010 (iii) Total Repurchase Amount: NT$192,327,552 (iv) Average Repurchase Price: NT$38.47 (v) Result: The Company completed the repurchase of shares prior to the anticipated repurchase deadline; the shares have not yet been transferred to employees. 4. For the purpose of encouraging employees and boosting employees’ morale, the Company’s tenth Board of Directors’ meeting of the fourth term approved the “Rules Governing Repurchase of Shares and Transfer to Employees” on August 27, 2010, and amendment to Article 8 of such Rules was also approved in the eleventh Board of Directors’ meeting of the fourth term on October 29, 2010 in accordance with the opinions from the Securities and Futures Bureau. Please refer to Attachment IV for the comparison chart and revised provisions (detailed in page [*] of this Handbook). Agenda Five: Establishment of the “Ethical Corporate Management Best Practices Principles” (Reported by the Board of Directors) Explanation: 1. In coordination with the polices of the Financial Supervisory Commission, the “Ethical Corporate Management Best Practices Principles” promulgated by the Taiwan Stock Exchange, and be in accordance with international trends and strengthen the Company’s governance, the Board of Directors hereby proposes to establish the “Ethical Corporate Management Best Practices Principles”. 2. The key points to the “Ethical Corporate Management Best Practices Principles” are as follows: (i) This “Ethical Corporate Management Best Practices Principles” shall be applicable to the Company, Company’s subsidiaries, corporations which the Company has direct or indirect contributions exceeding 50% of the capital of such corporations and other institutions or legal persons to which the Company has actual control (Article 1). (ii) Unethical act(s) and benefits explicitly prohibited (Articles 2 and 3). (iii) Bribery, illegal campaign contributions, improper charitable donations or sponsorship and provision of unreasonable gifts, hospitality or other illegitimate profits are explicitly prohibited (Articles 7 to 10). (iv) Compliance to business integrity is explicitly subject to investigation by the Company’s audit department in addition to regular reporting to the Board of Directors for suggestions and improvements (Article 11). (v) To ensure implementation of the business integrity practices, the Company shall establish sufficient accounting system and internal control system; the internal auditors shall also be regularly investigated for compliance (Article 14). (vi) In order to fully implement business integrity practices, it is explicitly provided that the Company shall provide regular educational training and promotion and establish appropriate reporting and discipline system (Articles 15 and 16). 3. Please refer to Attachment V for the Company’s “Ethical Corporate Management Best Practices Principles” (detailed in page [*] of this Handbook). Matters to be Acknowledged: Agenda One: Acknowledgement of the 2010 Business Report and the Financial Statements (Proposed by the Board of Directors) Explanation: 1. This proposal is handled in accordance with Articles 228 and 230 of the Company Act and Article 47 of the Financial Holding Company Act. 2. Please refer to Attachment I and VI for the 2010 Business Report and the 2009-2010 Financial Statements and the Consolidated Financial Statements respectively (detailed in page [*] of this Handbook). 3. Acknowledgment is respectfully requested. RESOLVED: Agenda Two: 2010 Earnings Distribution (Proposed by the Board of Directors) Explanation: 1. Pursuant to the Securities and Exchange Act, Company Act, Company’s Articles of Incorporation and other related rules, the Company’s earnings for 2010 is intended to be distributed as follows: (i) The Company's 2010 after tax earnings is NT$19,905,129,313. (ii) The accumulated undistributed earnings from last year is NT$10,153,176,525. (iii) 10% of the earnings equal to NT$1,990,512,931 is reserved as legal reserve. (iv) The provision of undistributed
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