Corporate Governance Officer

  1. The Board of Directors on March 11, 2022 appointed, Vice President Chen, Chi-Ming, the head of the Finance Department as the Corporate Governance Officer and allocated sufficient professional corporate governance personnel to protect the rights and interests of shareholders and strengthen the functions of the Board of Directors. The Corporate Governance Officer of the Company has been in a managerial position of the public company for at least three years in financial affairs and is qualified as the regulation requires.
  2. The major duties of the Corporate Governance Officer are as follows:

    (1)Handling the board meetings and shareholders’ meetings according to laws.
    (2)Producing minutes of the board meetings and shareholders’ meetings.
    (3)Assisting in onboarding and continuous education of directors.
    (4)Furnishing information required for business execution by directors. (5) Assisting directors with legal compliance.
    (6) Reporting the results to the Board of Directors of reviewing the qualifications of Independent Directors comply with relevant regulations when nomination, election, and during their tenure.
    (7) Handling matters related to the change of directors.

  3. The operation in 2023 was as follows:

    (1) Furnishing information and regulations required for business execution by directors and arranging their continuing education:
    a. Furnishing the latest laws and regulations related to corporate governance to each director from time to time.
    b. Furnishing company information required for business execution by directors, and maintaining the smooth communications between the directors and each department.
    c. Arranging more than four closed-door communication meetings to enable independent directors to communicate face-to-face with the chief internal auditor and CPAs, and to deeply understand the Company’s audit, financial status and audit (review) results.
    d. Holding two training courses (each three hours) for directors.

    (2) Handling matters relating to functional committee meetings, board meetings and shareholders’ meetings according to laws:
    a. Notify the meeting agendas to directors at least seven days prior to a board meeting, remind the director not to participate in discussion or voting on the agenda item if he/she is an interested party with it and send the meeting minutes to each director within 20 days after a board meeting.
    b. Assist in releasing material information related to major resolutions after a board meeting, while ensuring the legitimacy and accuracy of the material information, to protect the investment information of investors.
    c. Registering the date of the shareholders’ meeting according to laws, producing meeting notices, meeting handbooks, and meeting minutes within the legal period.

    (3) Handling of matters related to the change of directors:
    a. Regularly (once a year) reviews the qualifications of independent directors for compliance with relevant laws and regulations.
    b. When changing a director, provide the information required for the change of director and handle various announcements according to laws.

  4. Corporate Governance Officer training records in 2023:
Date of ClassProfessional Training InstitutionTraining ClassesNumber of Hours
2023/04/27Taiwan Stock Exchange Corporation & Taipei ExchangeSustainable Development Action Plans for TWSE- and TPEx- Listed Companies3
2023/07/14Taiwan Corporate Governance AssociationRisk and Opportunity of Climate Change and Net-Zero Emissions Policy to Corporate Operation3
2023/10/13Securities and Futures Institute2023 Seminar on Insider Trading3
2023/10/30Taiwan Corporate Governance AssociationThe Application of AI in Law and Auditing3
2023/11/29Taiwan Corporate Governance Association2023 Fubon Insurance ESG and Information Security Risk Management Seminar3
Total Training Hours in 202315