Subsidiary Cathay Century Insurance Board Waives Director Non-Compete Restrictions
Original: 代子公司國泰產險公告董事會（代行股東會職權） 解除董事競業禁止限制
Summary
Cathay Financial (2882) is filing on behalf of its subsidiary Cathay Century Insurance (國泰產險), disclosing that the subsidiary's board of directors — acting in lieu of a shareholders' meeting — has resolved to lift the statutory non-compete restrictions applicable to one or more directors. Under Taiwan's Company Act, directors are ordinarily prohibited from engaging in competing business activities without shareholder approval; this resolution grants such approval at the board level. Full body available on MOPS.
Full Translation
Subject line (translated): 'On behalf of subsidiary Cathay Century Insurance, announces that the Board of Directors (exercising shareholders' meeting authority) has resolved to waive the non-compete prohibition applicable to directors.' Interpretive context: Taiwan's Company Act (§209) requires that a director who intends to conduct business in competition with the company must disclose the relevant facts and obtain shareholder consent. Where a board is empowered to exercise shareholders' meeting authority (a permissible structure under certain share-capital or governance arrangements), that consent can be granted at the board level rather than in a general meeting. This filing indicates that at least one director of Cathay Century Insurance has been released from the non-compete obligation, potentially enabling that director to hold a concurrent position at, invest in, or transact with a competing enterprise. The materiality trigger is the corporate-governance disclosure requirement, not necessarily a strategic transaction. [Body not available — subject line only. See MOPS for full announcement.]