Corporate Governance

Our corporate governance is conducted in accordance with the principles of protecting shareholders’ rights, enforcing the board’s function, and enhancing information transparency. We insist on transparent operations, safeguard shareholders’ rights, and believe that a robust and efficient board of directors lays the foundation of good corporate governance.

The number of directors in the company is decided properly depending on the business size, major shareholders’shareholdings, and operation in practice. Independent directors are also selected to increase the impartiali-ty and integrity of the board. In addition, the directors’professional portfolio is taken into consideration prudently to ensure the board’s effectiveness and efficiency.

A remuneration committee is instituted under the board of directors, com-posed of at least one independent director. The main function of the remu-neration committee is to assist the board with overseeing the company’s remuneration system and to provide advice to the board.

Audit committee is responsible for overseeing the presentation of the Company’s financial statements, the hiring (dismissal), independence and performance of its certified public accountants, and the effectiveness of the Company’s internal controls. Other key functions include supervising the appropriateness of internal compliance procedures and plans and overseeing the management of existing or potential risk.

Corporate governance results

  • The company was awarded as the top 21%~35% listed companies at TWSE in the sixth corporate governance evaluation.
  • The company was awarded as the top 20% listed companies at TWSE in the fifth corporate governance evaluation.
  • The company was awarded as the top 21%~35% listed companies at TWSE in the fourth corporate governance evaluation.
  • The company was awarded as the top 20% listed companies at over-the-counter market in the first corporate governance evaluation.
  • We were rated A- in the 12th information disclosure evaluation for listed companies at over-the-counter market.

Set up Chief Corporate Governance Officer

On 2020/7/31, the company’s board of meeting has assigned Allen Hou, the senior vice president and CFO of the company who has over 3 years finance management experience, to be the Chief Corporate Governance Officer. The corporate governance of dedicated office is the chairman’s secretary office. The main duties of the Chief Corporate Governance officer and dedicated office are handling matters for board meetings and shareholders meetings, and assisting directors with legal compliance.

The execution of 2019-2020 as below:

  1. Producing minutes of board meetings and shareholders meetings, and assisting in onboarding and continuous development of directors.
  2. Assisting directors with legal compliance.
  3. Maintaining investor relationship: In order to protect shareholder’s rights, we have arranged communications between directors and main shareholders, institutional investors, as well as provided sufficient information which can evaluate the company’s truly value for investors when necessary.
  4. Producing minutes of board meetings and noticing directors before 7 days before the meetings is convened. If a director or a juristic person that the director represents is an interested party in relation to an agenda item, we have reminded the director shall state the important aspects of the interested party relationship at the respective meeting. And we have sent the minutes of a board meeting within 20 days after the meeting.
  5. Registering shareholders meetings, producing notices, agendas, and minutes of shareholders meetings within legal deadline, and applying for alteration of the registered corporation articles or new directors.

The training of the Chief Corporate Governance Officer in 2020 as below:

Date of Training Organizer Class Name Training Hour Total Training Hour in 2020
2020/12/8 SECURITIES & FUTURES INSTITUTE The duty of board of meeting from prevention of the behavior of internal fraud 3 hours 18 hours
2020/12/8 SECURITIES & FUTURES INSTITUTE The trend and challenge of IT safety governance 3 hours
2020/11/24 SECURITIES & FUTURES INSTITUTE The practice class of the directors, supervisors, independent directors, and Chief Corporate Governance 12 hours