Operation of Corporate Governance

The Company appointed the Head of the Financial Management Division as the Corporate Governance Officer on April 10, 2023. The appointee has held a managerial position for over three years in a securities or financial-related institution, overseeing financial and stock affairs. In 2024, the Corporate Governance Officer completed 18 hours of continuing education, demonstrating the necessary competence and qualifications to perform the role.

 

In order to assist the operation of the Board of Directors and strengthen its functions, the Company has set up the Secretary’s Office of the Board of Directors, assigned an adequate number of personnel with appropriate qualifications to take charge of corporate governance related affairs, and keep attending lectures or training courses, so as to effectively assist directors in the execution of business, thereby protecting shareholders’ rights and interests.

 

The duties of the Secretary’s Office of the Board of Directors include, but are not limited to:

  • Handling matters relating to board meetings, functional committee meetings and shareholders meetings according to laws.
  • Producing minutes of board meetings and shareholders meetings.
  • Assisting in onboarding and continuing education of directors.
  • Furnishing information required for business execution by directors.
  • Assisting directors with legal compliance.
  • Reporting to the Board of Directors the inspection results of the qualifications of the independent directors at the time of nomination, election and appointment and during the term of office in accordance with the relevant laws and regulations.
  • Handling matters related to the changes of directors.
  • Other matters set out in the Articles of Association or contracts.

 

The business execution as of 2025Q2

  • Handled matters relating to 7 board meetings, including setting up the agendas and as sending them to the directors 7 days prior to the meeting.
  • Handled matters relating to Annual general shareholder meeting, including making the notice and handbook in Mandarin and in English, and upload them to the Market Observation Post System.
  • Conducted Performance Evaluation of the Board of Directors, and submitted the results to Compensation Committee and the Board of Directors.
  • Assisted in arranging separate communications and meetings between independent directors and chief internal auditors and CPAs.
  • Arranged continuing education courses for each director.
  • Insured liability insurance for all directors.
  • Assisting directors with legal compliance.

 

The corporate governance officer's participation in continuing education as of 2025Q2

Date Name of the Course Organizer Hour
2025/2/21 How Does the Audit Committee Conduct Financial Report Reviews Taiwan Corporate Governance Association 3
2025/3/27 Looking at the Future Through Financial Reports: The Management Approach of Directors and Supervisors from Financial Data to Business Decisions Chinese National Association of Industry and Commerce 3
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