Functional Committee

The Audit Committee aims to assist the Board of Directors in supervising the quality and integrity of the company while implementing accounting, auditing, financial reporting procedures and financial control. The Audit Committee is composed of all independent directors, and must have at least  three members, one of whom serves as the convener, and at least one of whom has accounting or financial expertise. The committee holds meetings at least once every quarter and may convene additional meetings as needed.

Major tasks of the year

The main objective of the Audit Committee is to supervise the following matters:

  1. Appropriate expression of the company’s financial statements
  2. The selection (dismissal) of the Certified Public Accountants as well as their independence and performance
  3. Effective implementation of the company’s internal control
  4. The company complies with relevant laws and regulations
  5. The management and control of the company’s existing or potential risks

The main powers of the Audit Committee are as follows:

  1. Adoption or amendment of an internal control system pursuant to Article 14-1.
  2. Assessment of the effectiveness of the internal control system.
  3. Adoption or amendment, pursuant to Article 36-1, of procedures for handling financial or operational actions of material significance, such as such as acquiring or disposing of assets, derivatives trading, extending monetary loans to others, or providing endorsements or guarantees for others.
  4. Review matters related to the personal interest of a director.
  5. Review material asset or derivatives transaction.
  6. Review material monetary loan, endorsement, or provision of guarantee.
  7. Review the offering, issuance, or private placement of any equity-type securities.
  8. Review the hiring or dismissal of an attesting CPA, as well as their compensation.
  9. Review the appointment or discharge of a financial, accounting, or internal auditing officer.
  10. Annual financial reports and second quarter financial reports that must be audited and attested by a CPA, which are signed or sealed by the chairman, managers, and accounting supervisor.
  11. Review any other material matter required by the company or the competent authority.

Committee members’ attendance

The term of the current Committee is from Jul. 22, 2022 to Jul. 22, 2022. Until Oct. 31, 2021, 7 meetings had been held. The attendance of the committee members was as follows:

Name Actual attendance Number of proxy attendance Actual attendance rate（％）
Chiung-Yu Huang 7 0 100
Ding-Yuan Chen 6 0 86
Hua-Nung Lin 2 0 100

Note: Mr. Hua-Nung Lin took office after the by-election held at the extraordinary general meeting on Mar. 30, 2021.

開會日期 會議名稱 決議事項
2021.02.02

5th session
of 7th meeting
  • Ratified the regulations for for the issuance of the first employee stock option in 2020
  • Revised the Rules of Procedure for the Board of Directors
  • Revised the Rules of Procedure for the Shareholders’ Meeting
  • Revised the Director Selection Procedure
  • Formulated the Code of Integrity
  • Formulated the Code of Ethical Conduct for Directors and Managers
  • Formulated the Procedures for Integrity Management and Guidelines for Conduct
  • Approved liability insurance for directors and important employees
  • Revised the regulations for the management of manager remuneration
  • Issued the first employee stock option certificate in 2020
  • The 2021 CPA audit fee
  • By-election of independent directors and handling of shareholder nomination related matters
  • Review of independent director candidates nominated by the Board of Directors
  • Lifting the prohibition on non-competition for new independent directors
  • Convened the extraordinary general meeting in 2021