Board of Directors
Board of Directors
Board of Directors Information
Board of Directors Information
According to Article 20 of the Company's Corporate Governance Best Practice Principles, the composition of the Board of Directors shall be determined by taking diversity into account, and the Board of Directors shall formulate a policy on diversity based on the Company's business operations, business model and development needs. It is advisable that the policy include, without being limited to, the following two criteria:
I. Basic criteria and values: gender, age, nationality and culture, etc.
II. Professional knowledge and skills: professional background (such as law, accounting, industry, finance, marketing or technology), professional skills and industry experience, etc.
Article 20 of the Corporate Governance Best Practice Principles of the Company provides that the Board of Directors shall be well-trained in the knowledge, skills and literacy required to perform their duties. The Board of Directors should have the following functions in order to achieve the ideal goal of corporate governance:
I. Operational judgment.
II. Accounting and financial analysis.
III. Business management.
IV. Crisis management.
V. Industry knowledge.
VI. International market perspective.
VII. Leadership.
VIII. Decision-making
Board members
| Job title (Note 1) |
Nationality or place of registration | Name | Gender/age | Major experiences (educations) (Note 3) |
Concurrent positions in the Company and other companies now |
|---|---|---|---|---|---|
| Representative of the institutional director and concurrently serves as the Chairman | R.O.C. | Shan Yi Investment Co., Ltd. | Not applicable | Master of Business Administration, Soochow University Better Life |
Director, TEKCORE CO., LTD. Chairman, TEKCORE CO., LTD Chairman ,TesCore Co.,Ltd. Chairman ,AC Semic Technology Co.,Ltd. Chairman ,Silicon Test Tech Corp. |
| Tsao-Chuan Tsai (Note 3) | Male 51/60 |
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| General Manager | R.O.C. | Kuo-Shih Huang | Male 51/60 |
Master of Accounting, National Taiwan University Partner, Cometrue CPAs |
Director, TEKCORE CO., LTD. General Manager,TEKCORE CO., LTD. Independent Director, G-TECH Optoelectronics Corporation Independent Director, Better Life Group Co., LTD. Independent Director, CARILEX MEDICAL, INC. Independent Director, Trust-Search Corp., Ltd. Supervisor, WS FAR IR MEDICAL TECHNOLOGY CO., LTD. Supervisor, JHEN JHUAN CO., LTD. |
| Corporate Director/ Representative | R.O.C. | Dingyi Group Investment Limited | Not applicable | Director, Dingyi Group Investment Limited | Director, JING FENG TECHNOLOGY CO., LTD. Director, TEKCORE CO., LTD. |
| Mao-Song Lai | Male 61/70 |
||||
| Director | R.O.C. | Wei-Min Li | Male 41/50 | Ph.D., Institute of Electrical Engineering, National Cheng Kung University Director, Marketing Center, TEKCORE CO., LTD. |
Director, TEKCORE CO., LTD. Deputy General Manager of the Optoelectronics Business Group, TEKCORE CO., LTD. |
| Director | R.O.C. | Ning-Chieh Li | Female 41/50 | Master of Civil Engineering, National Cheng Kung University Aston Business School, UK Department of Law, National Taiwan University |
Director, TEKCORE CO., LTD. Corporate Governance Officer, TEKCORE CO., LTD. Senior Manager, INITIATORS ASIA CAPITAL LIMITED |
| Director | R.O.C. | Chin-Hsing Peng | Male 61/70 | MBA, National Chiao Tung University | Director, TEKCORE CO., LTD. |
| Independent director | R.O.C. | Shih-Min Hsu | Male 51/60 | Master of Finance, Fu Jen Catholic University Department of Economics, College of Law and Commerce, National Taiwan University CEO, Andrews Impact Investment Co., Ltd. |
Independent Director, TEKCORE CO., LTD. Director, China University of Science and Technology Director, Space4car Co., Ltd. Supervisor, Excellent Water Appraisal Intelligence & Co. Remuneration Committee Member, Ji-Haw Industrial Co., Ltd. Financial Consultant, KANG CHUANG ASSET DEVELOPMENT CO., LTD. |
| Independent director | R.O.C. | Shun-Fu Chang | Male 51/60 | Finance and Credit Manager, FORMOSA TAFFETA CO., LTD Specialist, China Bills Finance Corporation Finance Manager, TEKCORE CO., LTD Associate of Finance Division, FALCON MACHINE TOOLS CO., LTD | Chairman, FOCUS CNC CO., LTD. Supervisor, HWANG KANG MACHINERY CO., LTD. Associate of Finance Division, FALCON MACHINE TOOLS CO., LTD |
Diverse composition of the company's board of directors
| Name of director | Diversify items | ||||||
|---|---|---|---|---|---|---|---|
| Gender | Age | Nationality | Professional background | Professional skills | Industry experience | Industry knowledge | |
| Shan Yi Investment Co., Ltd. Corporate Representative: Tsao-Chuan Tsai |
Male | 51-60 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
| Kuo-Shih Huang | Male | 51-60 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
| Dingyi Group Investment Limited Corporate Representative: Mao-Song Lai |
Male | 61-70 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
| Wei-Min Li | Male | 41-50 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
| Chin-Hsing Peng | Male | 61-70 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
| Ning-Chieh Li | Female | 41-50 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
| Shih-Min Hsu | Male | 51-60 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
| CHANG,SHUN-FU | Male | 51-60 | R.O.C. | ✓ | ✓ | ✓ | ✓ |
The Company's current Board of Directors consists of eight members, including six general directors and two independent directors. They possess expertise in business, accounting, finance, and industry. One of the eight directors is female, reflecting the Company's commitment to gender equality among its board members and demonstrating the Company's commitment to achieving its goal of diverse board members.
Communication between independent directors and internal audit chief and accountant
Independent Directors' Communication Policy and Circumstances with Internal Auditors: Independent directors primarily communicate with auditors via messaging software, email, and meetings to discuss audit progress, key audit findings, and the handling of whistleblower reports, and to make adjustments and improvements based on suggestions made by independent directors during meetings.
|
Date |
Communication matters |
Communication results |
|---|---|---|
|
2024.3.6 |
I. The internal audit supervisor will explain the internal audit findings from November 2023 to February 2023. The audit items include: (1) Financing cycle control operations (2) Investment cycle control operations (3) Production cycle control operations (4) Sales and collection cycle control operations (5) Fixed asset cycle control operations (6) Payroll cycle control operations (7) Computer cycle control operations (8) Other management control operations. II. The internal audit supervisor explained the "Assessment of the Effectiveness of the Internal Control System" and the "Statement of the Internal Control System" for fiscal year 2013. |
Theattending committee members passed a resolution, which will be submitted to the board of directors for reporting. |
|
2024.5.8 |
I. The internal audit supervisor explained the internal audit findings from March to April of 2024. The audit items included: (1) Partial control of the procurement and payment cycle (2) Partial control of the financing cycle (3) Partial control of the investment cycle (4) Partial control of the payroll cycle (5) Other management control operations |
Theattending committee members passed a resolution, which will be submitted to the board of directors for reporting. |
|
2024.8.7 |
I. The internal audit supervisor explained the internal audit findings from May to July of 2024. The audit items included: (1) Sales and collection cycle control operations (2) Financing cycle control operations (3) Investment cycle control operations (4) Production cycle control operations (5) Payroll cycle control operations (6) Computer cycle control operations (7) Other management control operations. II. New Audit Supervisor's Instructions |
Theattending committee members passed a resolution, which will be submitted to the board of directors for reporting. |
|
2024.11.7 |
I. The internal audit supervisor explained the internal audit findings from August to October 2024. The audit items included: (1) Fixed asset cycle control operations (2) Investment cycle control operations (3) Financing cycle control operations (4) Sales and collection cycle control operations (5) Procurement and payment cycle control operations (6) Production cycle control operations (7) Research and development cycle control operations (8) Payroll cycle control operations (9) Other management control operations. II. The internal audit supervisor explained the audit plan for fiscal year 2025. III. Instructions for Changing Audit Supervisor |
Theattending committee members passed a resolution, which will be submitted to the board of directors for reporting. |
|
2024.12.11 |
I. Instructions for Changing Audit Supervisor |
Theattending committee members passed a resolution, which will be submitted to the board of directors for reporting. |
|
2025.03.12 |
I. The internal audit supervisor explained the internal audit findings from November 2024 to February 2025. The audit items included: (1) Financing cycle control operations (2) Investment cycle control operations (3) Production cycle control operations (4) Sales and collection cycle control operations (5) Real estate, plant and equipment cycle control operations (6) Payroll cycle control operations |
Theattending committee members passed a resolution, which will be submitted to the board of directors for reporting. |