Corporate Governance Practice

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ItemCurrent practice
Shareholding structure and shareholders’ interests Handling of shareholders' suggestions and disputes The spokesperson or Secretarial Division handles all non-legal issues; the legal division handles all legal issues.
Identification of major shareholders and investors with controlling interest The Secretarial Division submits a monthly report listing the shareholdings of directors, managers and major shareholders (over 10% shareholding) to the authorities.
Risk control mechanisms and firewalls between the Company and its subsidiaries The Company’s internal control system has established “Rules and Procedures on Conducting Transactions between Group Companies and Related Parties” and “Rules and Procedures on Monitoring Subsidiaries” as risk control mechanisms.
Board of directors and its responsibilities Independent directors The Company's board includes four independent directors.
Board performance evaluation The Company passed the “Rules and Procedures on Evaluating Board of Directors’ Performance” to enhance efficiency, under which the Remuneration and Nomination Committee evaluates the board’s performance and submits a report on proposed improvements to the board. All members participated in a self-evaluation of individual performances for 2017 during the board meeting on February 1, 2018. All Board members evaluated the operation of the Board are as effective. (Assessment Report) The Taiwan Corporate Governance Association assessed the board’s performance as well.
Periodic review of CPA's independence

The Audit Committee is authorized to evaluate the independence of the CPAs according to the “Bulletin of Norm of Professional Ethics for Certified Public Accountant of the Republic of China” and “Corporate Governance Best Practice Principles for TWSE/GTSM Listed Companies” on a quarterly basis based on the following criteria:

  • The CPAs neither serve as a director/supervisor /manager nor hold a position with major influence in the Company or its subsidiaries. Neither are they related parties nor do they have direct or indirect interests that conflict with the Company’s.
  • The Company has not engaged the services of the same CPA for seven consecutive years.
  • The CPAs should provide the Company with a Declaration of Independence on a periodic basis. All CPAs engaged by the Company have fulfilled the aforementioned criteria.
Communication channels with shareholders The spokesperson and the mailboxes of spokesperson and the Audit Committee serve as the main communication channels between the Company and shareholders.
Information disclosure Disclosure of information on financial status, operations and corporate governance Disclosure of financial-related and corporate governance information is posted periodically on the Company’s website.
Other ways of disclosing information Aside from having a spokesperson, the Company has a dedicated department, the Investor Relations Division, to handle information disclosure. It also has an English website and a team working on gathering and releasing relevant Company information.
Functional committees An Audit Committee and a Remuneration and Nomination Committee were set up under the board of directors. Their operations are detailed in the Company's annual report.