Functional Committees
Audit Committee
The Company’s Audit Committee was established on January 24, 2018, and consists of 3 members.Current Term: June 21, 2023, to June 20, 2026.
- Summary of Annual Key Tasks and Operations of the Audit Committee
The Company’s Audit Committee is composed of three independent directors and meets at least once per quarter. It is responsible for overseeing the fair presentation of the company’s financial statements; the appointment (dismissal), independence, and performance of certifying public accountants; the effective implementation of the company’s internal control; the company’s compliance with relevant laws and regulations; and the management of existing or potential risks to the company.
- The Company’s Audit Committee held a total of 8 meetings in 2024. The main matters reviewed and deliberated included:
Establishment of or amendments to the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.Assessment of the effectiveness of the internal control system.
Establishment of or amendments to the procedures for handling material financial or operational actions, including the acquisition or disposal of assets, derivatives trading, lending of funds to others, and endorsements or guarantees for others, pursuant to Article 36-1 of the Securities and Exchange Act.
Matters involving the personal interests of directors.
Material asset or derivatives transactions.
Material lending of funds, endorsements, or provision of guarantees.
Offering, issuance, or private placement of equity-type securities.
Appointment, dismissal, or remuneration of certifying public accountants.
Appointment or dismissal of financial, accounting, or internal audit officers.
Annual financial reports signed or sealed by the Chairman, managerial officers, and accounting officers, and second-quarter financial reports subject to audit and certification by CPAs.
Other material matters as stipulated by the Company or the competent authorities.
- Review of Financial Reports
The Board of Directors has submitted the Company’s 2023 Business Report, Financial Statements, and the Earnings Distribution Proposal, as well as the 2024 first, second, and third-quarter financial reports. Among these, the financial reports have been audited or reviewed by Ernst & Young, and the corresponding audit or review reports have been issued. The aforementioned 2023 Business Report, Financial Statements, Earnings Distribution Proposal, and the 2024 first, second, and third-quarter financial reports have been reviewed by the Audit Committee, and no irregularities were found.
- Assessment of the effectiveness of the internal control system
The Company’s departments and subsidiaries have completed the 2023 self-assessment of the internal control system, which has been reviewed by the internal audit unit. Based on the self-assessment results and the execution of the annual audit plan, the Audit Committee has evaluated that the design and implementation of the overall internal control system are effective, with no material weaknesses, and can reasonably ensure the achievement of the internal control objectives.
- Engagement of Certifying Public Accountants
The Company has established an independence assessment form and referenced the Audit Quality Indicators (AQIs) in accordance with Article 47 of the “Certified Public Accountant Act” and the “Bulletin of Norms of Professional Ethics No. 10.” Following the evaluation by the Audit Committee, CPAs Yang Chih-Hui and Chang Chiao-Ying of Ernst & Young have both been found to meet the Company’s assessment standards for independence and suitability, and are well-qualified to serve as the Company’s financial audit CPAs.
For details regarding the operations of the Audit Committee and the attendance rates of its members, please refer to the Company’s Annual Reports.
Remuneration Committee
The Company’s Remuneration Committee was established on November 10, 2017, and consists of 3 members. Current Term: June 21, 2023, to June 20, 2026.
The Remuneration Committee is composed of three Independent Directors and meets at least twice a year. The Committee faithfully performs the following functions and submits its recommendations to the Board of Directors for discussion:
Regulatory Review: Periodically review the Committee’s Charter and propose suggestions for amendments.
Policy Formulation: Establish and periodically review the policies, systems, standards, and structures for the annual and long-term performance goals and remuneration of the Company’s directors and managerial officers.
Performance Evaluation: Periodically assess the achievement of performance goals by the Company’s directors and managerial officers, and determine the content and amount of their individual remuneration.
For details regarding the meetings held by the Remuneration Committee and the attendance rates of its members, please refer to the Company’s Annual Reports.
Board Member
Victor Liu
Independent Director
Audit Committee
Remuneration Committee
ChiTsu Kao
Independent Director
Audit Committee
Remuneration Committee
CK Chen
Independent Director
Audit Committee
Remuneration Committee