The Company was approved by the Board of Directors on
November 5, 2021, and the manager of the Finance Division, Wynne Ho, was
appointed as the corporate governance officer. Her primary responsibilities are
to handle matters related to Board of Directors and shareholders’ meetings in
accordance with the laws, to provide information required by the Directors for
the execution of their business, to collect information on the latest
regulatory developments in relation to the operation of the Company, to assist
the Directors’ compliance, to assist the Directors in their appointment and
continuous training.
I. Implementation
status of the Corporate Governance Officer in 2022:
(1)
Reporting to the board of directors, directors, and the
functional committees on the status of corporate governance practices and
ensuring that shareholders and board meetings are called in compliance with the
applicable regulations and corporate governance principles.
(2)
Held 6 board meetings, 6 Audit Committee meetings, and 1
ESG Committee meetings. The above meetings give a minimum of 7-day notice to
all directors to attend a meeting and provide sufficient materials for the
directors to familiarize themselves with the motions.
(3)
Inspecting the disclosure of material information passed
by the board of directors after a board meeting or shareholders meeting in
order to ensure the legality and accuracy of said material information and
protect parity of investor information.
(4)
Keeping board members informed of the latest changes and
developments in laws and regulations relevant to the Company’s field and
corporate governance.
(5)
Report to the ESG Committee for the implementation of the
Company's risk management operations and plans, and the ESG Committee reports
to the board of directors for the implementation status to ensure the
implementation of Ethical Corporate Management Best Practice Principles.
(6)
According to the Company’s industrial characteristics,
arrange educational training for directors in the Company. The topic of
educational training is “The Impact of the Global anti-Base Erosion Rules and
Taiwan's Anti-Avoidance System on Corporate Tax Governance from a Director's
Perspective,” and the attendance was over 50%.
(7)
Arrange for the independent directors to communicate
individually with internal auditors and Certified Public Accountants to
understand the Company's financial operations. Arrange the Certified Public
Accountants to attend the Audit Committee meeting.
(8)
Appointed the Taiwan Corporate Governance Association to
complete an external evaluation of the Board's performance in July, and the
results were reported to the Board of Directors in August.
(9)
Promoted the “Improvement of Corporate Governance
Evaluation Plan”. The range is 21%~35% in 2021, higher than in 2020 by four
grades.
