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Yuanta Futures Co., Ltd. 2015 Annual Report

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Yuanta Futures Co., Ltd. 2015 Annual Report Stock Code: 6023 Yuanta Futures Co., Ltd. 2015 Annual Report Date published: February 29, 2016 Inquiry of annual reports available at: http://mops.twse.com.tw/mops/web/index (Market Observation Post System) I. Spokesperson and Deputy Spokesperson: Spokesperson Deputy Spokesperson Name: Yu-Hong Kuo Name: Yu-Cheng Chou Title: Executive Vice President Title: Vice President TEL: (02)2717-6000#7212 TEL: (02)2717-6000#7480 E-mail address: [email protected] E-mail address: [email protected] II. Address and telephone number of the Head Office and branches: Company name Address TEL Head Office 11F and 12F, No. 225, Sec. 3, Nanjing East (02)2717-6000 Rd., Zhongshan Dist., Taipei City Hsinchu Branch B1-1, No.373, Sec. 1, Guangfu Rd., Hsinchu (03)666-2558 City Taichung Branch 4F-1, No.8, Sec. 2, Ziyou Rd., Central Dist., (04)3703-3368 Taichung City Tainan Branch 4F, No.147, Kaiyuan Rd., North Dist., Tainan (06)235-5999 City Kaohsiung 7F-1, No.143, Zhongzheng 4th Rd., Qianjin (07)215-7777 Branch Dist., Kaohsiung City III. Name, address, website, and contact number of share administration agency: Name: Share Administration Department, Yuanta TEL: (02)2586-5859 Securities Co., Ltd. Address: B1, No. 210, Sec 3, Chengde Rd., Datong Website: http://www.yuanta.com.tw/ Dist., Taipei City. IV. Auditor and auditor’s firm of the latest audited financial report: Name of CPA: Se-Kai Lin, Xiou-Ling Li Auditor’s firm: PwC Taiwan TEL: (02)2729-6666 Address: 27F., No.333, Sec 1, Keelung Rd., Xinyi Website: http://www.pwc.tw/ Dist., Taipei City V. Name of overseas exchange where securities are listed, and the methods for inquiring the foreign-listed securities: none. VI. Company website: http://www.yuantafutures.com.tw/ Table of Contents One. Report to Shareholders ............................................................................... 1 Two. Company Profile .......................................................................................... 6 Three. Corporate Governance ............................................................................. 17 I. Organizational structure ............................................................................................................. 17 II. Background information of the Director, General Manager, Vice Presidents, Assistant Vice Presidents and heads of various departments and branches .............................................. 20 III. Remuneration paid to Directors, the General Manager, and the Vice President in the most recent year .................................................................................................................................. 34 IV. Corporate governance ................................................................................................................ 43 V. Disclosure of CPAs’ remuneration .......................................................................................... 103 VI. Change of CPA ........................................................................................................................ 103 VII. Any of the Company’s Chairman, General Manager, or managers involved in financial or accounting affairs being employed by the auditor’s firm or any of its affiliated company within the recent year; disclose their names, job titles, and the periods during which they were employed by the auditor’s firm or any of its affiliated company ............................................ 103 VIII. Shareholding transfers and share collateralization within the latest year, up until the publication date of this annual report, initiated by directors, managers and shareholders with more than 10% ownership interest ........................................................................................... 103 IX. Relationships among the Company’s top ten shareholders including spouses, second degree relatives or closer ..................................................................................................................... 106 X. Investments jointly held by the Company, the Company’s directors, managers, and enterprises directly or indirectly controlled by the Company. Calculate shareholding in aggregate of the above parties: ........................................................................................................................... 108 Four. Funding Status ......................................................................................... 110 I. Capital and outstanding shares ................................................................................................ 110 II. Disclosure relating to corporate bonds .................................................................................... 116 III. Disclosure relating to preference shares .................................................................................. 116 IV. Disclosure relating to depository receipts. ............................................................................... 117 V. Employee stock warrants. ........................................................................................................ 117 VI. The new shares from restricted employee stock option ........................................................... 117 VII. Disclosure on new shares issued in exchange of other company shares ................................. 117 VIII. Progress on the use of funds: ................................................................................................... 117 Five. Business performance ............................................................................. 118 I. Content of business .................................................................................................................. 118 II. Market and sales overview....................................................................................................... 129 III. The number of employees, average years of service, average age, and academic background in the last 2 years up until the publication date of this annual report .......................................... 134 IV. Contribution to Environmental Protection ............................................................................... 135 V. Employer and employee relationships ..................................................................................... 135 VI. Major contracts ........................................................................................................................ 141 Six. Financial summary .................................................................................. 142 I. Summary balance sheet and comprehensive income statement for the last 5 years ................ 142 II. Financial analysis for the previous 5 years (historical performance indicators) ..................... 150 III. Audit report on the most recent year financial statements by the audit committee ................. 158 IV. Latest financial statements: refer to attachment of this annual report. .................................... 159 V. The Company’s individual financial statements audited and certified by a certified public accountant in the most recent fiscal year. Please refer to attachment of this annual report. ... 159 VI. If the Company or any of its affiliated companies had, in the recent 2 years up until the publishing of this annual report, experienced financial distress, the impacts to the Company’s financial status must be disclosed. ........................................................................................... 159 Seven. Review of financial status, business performance, and risk management issues .................................................................................. 160 I. Consolidated financial status ................................................................................................... 160 II. Consolidated financial performance ........................................................................................ 161 III. Consolidated cash flow ............................................................................................................ 161 IV. Material capital expenditures in the latest year and impacts on business performance........... 163 V. The major causes for profits or losses incurred by investments during the most recent year; rectifications and investment plans for the next year............................................................... 163 VI. Risk disclosure ......................................................................................................................... 164 VII. Other important matters: The Company did not adopt the hedge accounting principle. ......... 169 Eight. Special remarks ....................................................................................... 170 I. Affiliated companies ................................................................................................................ 170 II. Private placement of securities during the latest year up until the publication date of this annual report. ........................................................................................................................... 170 III. Holding or disposal of the Company’s shares by its subsidiaries during the latest financial year, up to the publication date of this annual report........................................................................ 170 IV. Other necessary information: The items undertaken by the Company at the time of going OTC has always been declared to the GRSM quarterly as required, and there are
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