There are a total of nine directors (including three independent directors) on the Company’s 12th board of directors. Each term lasts three years.
To strengthen the functions of the board of directors,an Audit Committee and the Remuneration Committee have been established.
The term of office of the current members: From May 30, 2024 to May 29, 2027.
Title | Name | Main Experience (Education) |
---|---|---|
Chairman | Gao Shangwei |
|
Director | Qiu Chunzhi |
|
Director | Liu Anbing |
|
Director |
Peng Jizeng |
|
Director | Li Shaotang |
|
Director | Zhan Wennan |
|
Independent Director | Lin Wanying |
|
Independent Director | Chen Zhenggang |
|
Independent Director | Fan Zhengqiang |
|
Independent Director |
Chen Hongjie |
|
Board diversity
The Company implements the board diversity policy. Members of the board of directors generally possess the knowledge, skills, and competence necessary to perform their duties. To strengthen the functions of the board of directors and achieve the ideal goal of corporate governance, Corporate Governance Best Practice Principles has specified a diversity policy that directors concurrently serving as the Company’s managers shall not exceed one third of the total number of directors, and the policy will be updated as per the board operations, operating models, and development needs, including but not limited to the following standards in two aspects:
I. Basic conditions and values: Gender, age, nationality, culture, etc.
II. Professional knowledge and skills: Professional background (such as law, accounting, industry, finance, marketing, or technology), professional skills, and industry experience.
The current Board of Directors is composed of 9 directors. The specific management goals and achievements of the board's diversity policy are as follows:
Specific Management Goals for Diversity | Achievements |
Directors who are also company managers should not exceed one-third of the board seats | Achieved |
The board should include at least one female director | Achieved |
The number of independent directors should not be less than one-third of the board seats | Achieved |
Independent directors should not serve more than three consecutive terms | Achieved |
The current board members' diversity policy and implementation are as follows:
The 13th Board of Directors of the company consists of 9 members (including 3 independent directors). Each term is 3 years, and members may be re-elected for consecutive terms. All independent directors have not served more than 3 consecutive terms. All board members are of domestic nationality. The composition is as follows: 3 independent directors (33%); 1 director with employee status (11%); and 2 female directors (22%).
Independence of the board
The Company has checked the relevant information and declarations when the director and independent director candidates were nominated, and it has been confirmed that no directors are spouses or relatives within the second degree of kinship of one another.
In accordance with Article 192-1 of the Company Act, on March 12, 2024, the company announced and specified the acceptance and selection process for the nomination of independent directors. Shareholders holding more than 1% of the company's total issued shares may submit a list of independent director candidates to the company in writing. The number of independent directors to be elected this term is 3. If the number of nominees exceeds the number of independent directors to be elected or if the nominated candidates do not meet the legal qualifications, they will not be included in the list of candidates. Shareholders who wish to nominate independent directors are requested to submit the nominee's name, educational background, experience, a letter of commitment to serve as a director if elected, a declaration of no circumstances as stipulated in Article 30 of the Company Act, and other relevant supporting documents between March 22, 2024, and April 1, 2024.
On February 21, 2024, the company's Board of Directors reviewed the three candidates for independent director. Their educational background, experience, and professional qualifications all meet the requirements of Articles 2, 3, and 4 of the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies" as well as the provisions of Article 192-1, Paragraph 4 of the Company Act. The Board approved the nomination of Ms. Lin Wanying, Mr. Fan Zhengqiang, and Mr. Chen Hongjie as candidates for independent director of the company. The election of the company's independent directors follows a nomination system, with the candidates' list and their qualifications as follows:
Name | Shares | Education | Experience | Current Position |
---|---|---|---|---|
Lin Wanying | 0 shares | Ph.D. in Accounting, Boston University, USA | Adjunct Associate Professor, Department of Accounting, National Chengchi University | Adjunct Associate Professor, Department of Accounting, National Chengchi University |
Fan Zhengqiang | 0 shares | Ph.D. in Management, University of California, Los Angeles, USA | Visiting Associate Professor and Department Head, Department of Information Management, National Sun Yat-sen University; Director of the Computer Center, National Central University | Visiting Professor, Department of Information Management, Chung Yuan Christian University |
Chen Hongjie | 0 shares | Master of Laws, National Taipei University | Member, Commercial Law Committee, Taipei Bar Association; Deputy Secretary General, Taiwan Trust Association; Executive Secretary, Xiangyang Public Welfare Foundation |
Managing Lawyer, Liuhe Law Firm |