Corporate Governance
Corporate Governance Director
On February 14, 2023, the company's board of directors passed a resolution to appoint Ms. Hsiu-Fen Lai, the Vice President, as the Corporate Governance Director. She possesses more than three years of experience in financial management roles at publicly traded companies, thereby meeting the statutory qualifications required for the position of Corporate Governance Director.The responsibilities of the Corporate Governance Director encompass handling matters related to board meetings, preparing meeting minutes, assisting directors in their appointment and continuous education, providing the necessary information for the execution of board duties, assisting directors in compliance with laws and regulations, and other matters as stipulated in the company's articles of incorporation or contracts. These responsibilities aim to enhance corporate governance and strengthen the functions of the board of directors
The execution of the Corporate Governance Director's responsibilities in the year 2023 is as follows:
- Handle matters related to the board of directors and shareholders' meetings in accordance with the law.
- Provide comprehensive meeting materials to the directors, notify them in advance of issues to be avoided, and send the board of directors meeting minutes after the meeting.
- Oversee the revision of relevant corporate governance regulations and submit them for board approval.
- Plan the schedule for the next year's board of directors' meetings in 2022, and inform the directors in advance to reserve meeting time to ensure their participation. Achieve a 100% attendance rate for directors in the year 2023.
- Continuously arrange training courses for directors on the latest economic trends, international situations, technology, regulations, and sustainable development topics. In 2023, ensure that all directors comply with regulatory requirements by completing at least 6 hours of training.
- Arrange for newly appointed directors to visit the company's headquarters in Zhubei to gain a deeper understanding of the company's operations and the working environment of employees. Additionally, plan visits to the company's important subsidiary in Japan to further understand its actual operational situation.
- Conduct performance evaluations for the board of directors and functional committees.
- Evaluate the purchase of appropriate "Directors and Officers Liability Insurance" and report its content to the board of directors on February 14, 2023.
- Hold quarterly corporate briefings to enable investors to understand the company's financial status, business operations, and corporate governance, ensuring the protection of shareholder rights and interests.
Corporate Governance Implementation Status
- The company has established the ' Procedures for Prevention of Insider Trading,' which strictly regulates compliance with securities trading laws by company insiders, quasi-insiders, and information recipients. It prohibits trading in securities using undisclosed information. Furthermore, this policy was amended on September 12, 2023, to include provisions that directors are not allowed to trade in the company's stock during the thirty days before the announcement of annual financial reports and the fifteen days before the announcement of quarterly financial reports.
- The company conducts regular quarterly awareness campaigns for its employees to mitigate the risk of insider trading, ensuring that employees have a profound understanding of the importance of complying with relevant regulations, thus preventing inadvertent violations of insider trading laws.
- On October 15, 2023, the company sent an email reminder to the directors, prohibiting the buying and selling of the company's stock during the fifteen-day blackout period before the announcement of the third-quarter financial report for the year 2023.
- On October 31, 2023, the company provided the directors with the agenda for the 2024 board meetings, with a specific note and reminder to the directors that they 'shall not engage in trading of their stocks during the thirty days before the annual financial report announcement and fifteen days before the announcement of each quarterly financial report.
Training Status of Corporate Governance Director
