Corporate Governance Framework

Corporate Governance

Our company has established an effective corporate governance framework, which includes functional committees such as the Audit Committee and Compensation Committee , to assist the Board of Directors in professional governance. This framework aims to safeguard shareholder rights, strengthen the structure and functions of the Board of Directors , respect stakeholders' rights, and enhance information transparency.

Director of Corporate Governance

Our company's Director of Corporate Governance is appointed with approval of the Audit Committee and the Board of Directors. This individual serves as the highest-ranking executive responsible for corporate governance-related affairs. The primary responsibilities include planning and conducting agendas for shareholders, board, audit, and compensation committee meetings. Additionally, they assist the directors in fulfilling their duties, handle requests from directors and ensure compliance with legal regulations by the board of directors.

Management Team

Board of Directors

Board of Directors Responsibilities

1. Ensuring the company complies with regulations, maintains financial transparency, and promptly discloses essential information.
2. We evaluate the performance of the management team and appoint or dismiss managers.
3. We are making decisions on significant matters.
4. She is guiding the management team and overseeing risk management.

Board of Directors Members

• Title
  Name
  Resume
• Chairman
  SUNG CHUN-YI
  • Chairman of Xintai Meitou Investment Co., Ltd.
  • Chairman of Kunshan Jinhui Sheng Electronic Commerce Co., Ltd.
  • CEO of Huisheng Technology Co., Ltd.
  • General Manager of Jicheng Technology Co., Ltd.
  • Department of Electronics, National Taiwan University of Science and
• Technology Director
  CHIANG,SHAO-CHIEH (Representative of Jicheng Technology Co., Ltd.)
  • Chairman of Xinqun Technology Co., Ltd.
  • Chairman of Xin Jie Technology Co., Ltd.
  • Chairman of Jicheng Technology Co., Ltd.
  • Department of Mechanical Engineering, Neihu Vocational High School
• Director
  TSENG KUN-TSAN
  • Director of Jiangyin Xin Jie Technology Co., Ltd.
  • Electronic Engineering, Cheng Shiu University
• Director
  HSU CHIA-YUAN
  • General Manager of Huisheng Technology Co., Ltd.
  • Ph.D. in Chemical Engineering, National Cheng Kung University
• Independent Director
  YEN MENG-FENG
  • Professor of Accounting and Finance, National Cheng Kung University
  • FinTech Innovation Research Center, National Cheng Kung University
  • Director of ESG Sustainable Finance and Intelligent Wealth Management Lab
  • Co-Director of the Sustainable Finance Technology Industry-University Alliance, National Cheng Kung University
  • Independent Director of Shenfeng Specialty Materials Co., Ltd.
  • Director of Chiayi Christian Hospital, Taiwan
  • Head of Department of Accounting and Finance, National Cheng Kung University
  • Associate Professor of Accounting and Finance, National Cheng Kung University
  • External Expert Director, Chunghwa Post Co., Ltd.
  • Ph.D. in Finance, ICMA Centre, Henley Business School, University of Reading, UK
• Independent Director
  HUANG HUI-LING
  • CFO of Caiying New Energy Co., Ltd.
  • Director and CFO of Lvpei Energy Co., Ltd.
  • Senior Associate at Taishin Securities Co., Ltd.
  • Senior Associate at Grand Cathay Securities Co., Ltd.
  • Senior Manager at Polaris Securities Co., Ltd.
  • Director and CFO of Yuanshan Technology Co., Ltd.
  • Master's in Financial Management, National Kaohsiung First University of Science and Technology
• Independent Director
  HE CHIH-WEN
  • General Manager of Faith Semiconductor Co., Ltd.
  • Deputy General Manager of Faith Semiconductor Co., Ltd.
  • Master's in Materials Engineering, Department of Mechanical Engineering, National Taiwan University

Implementation of the Board of Directors Diversity Policy

Our company adopts a candidate nomination system for board members. Selection is based on candidates' professional qualifications, experience, and diversity, without regard to gender, age, nationality, or cultural factors. The board comprises diverse directors who make appropriate decisions for the company's sustainable development.

Based on our operational scale and development needs, our company has established a board of 7 directors (including three independent directors). The board members come from diverse backgrounds, including those with extensive industry experience and academic knowledge. Their expertise covers operational judgment, accounting and financial analysis, management, crisis handling, industry knowledge, international market perspectives, leadership, and decision-making.

Functional Committees

Audit Committee

To enhance the board's supervisory responsibilities and strengthen its management mechanisms, our company established an Audit Committee in January 2024. The committee is composed entirely of independent directors and assists the board in overseeing the quality and integrity of the company's accounting, auditing, financial reporting processes, and financial controls.

Compensation Committee

Our company’s Compensation Committee is composed of three independent directors. The committee meets at least twice a year. Its function is to evaluate the compensation policies and systems for the company's directors and executives from a professional and objective perspective and to provide recommendations to the board for decision-making.

Internal Audit

Our company’s internal audit function operates as an independent unit staffed with dedicated auditors who report directly to the board of directors. In addition to providing regular reports at board meetings, internal audits report to the chairman and the Audit Committee every quarter and as needed.

The audit work is primarily carried out based on the audit plan approved by the board of directors. It may also include special project audits or reviews as needed. These audits and reviews cover all company units, operations, and subsidiaries. Through routine and special project audits, the internal audit function provides objective confirmation and insights into the operation of internal control systems, offering management an additional channel to promptly identify and address existing or potential control weaknesses.

Important Regulations

Corporate Governance Operations