The current board of directors of our company consists of 7 members, including 3 independent directors and 2 executive operating directors (director and general manager, director and deputy general manager). The members possess extensive experience and diverse professional backgrounds in fields such as engineering, business, law, and management. They can provide professional opinions from different perspectives, which is of great benefit to enhancing the company's operating performance and management efficiency. The professional background of the board members should cover at least 1 person in each professional field such as banking, asset management, law, accounting, information technology, and risk management. All 7 directors are of domestic nationality, and their age ranges are mainly between 40 and 60 years old. In addition, our company also attaches great importance to gender equality in the composition of the board members, including 1 female director.
Our company has established a Code of Corporate Governance, which includes a Chapter Three titled "Enhancing Board Functions," which outlines a diversified approach. The nomination and selection of our board members follow the provisions of our articles of association, adopting a candidate nomination system. In addition to evaluating the educational qualifications of each candidate, we also take into account the opinions of stakeholders, adhering to the "Director Election Guidelines" and the "Code of Corporate Governance" to ensure the diversity and independence of our board members.
According to Article 20, Paragraph 3 of the Company's "Corporate Governance Practice Code", the composition of the board of directors should take into account diversity. In addition to the number of directors who also serve as company managers not exceeding one-third of the total number of directors, an appropriate diversity policy should be formulated based on the company's own operation, business model and development needs, which should include but not be limited to the following two major aspects of standards: 1. Basic conditions 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.
Board members should generally possess the necessary knowledge, skills, and qualities to perform their duties. To achieve the ideal goals of corporate governance, the board as a whole should have the following capabilities:
1.Operational judgment.
2.Accounting and financial analysis.
3.Management and operational capabilities (including management of subsidiaries).
4.Crisis management.
5.Industry knowledge.
6.International market perspective.
7.Leadership skills.
8.Decision-making ability.
Risk management knowledge and capabilities.
Position | Name | Date of Appointment | Term of office | Main experience |
Chairman | Yu Zemin | 113.5.31 | Three years | Head of painting department, Guanghua Commercial Vocational School and Trade and Culture Gift Co., LTD |
Director | Huang Jianzhong | 113.5.31 | Three years | Manager of Syracuse University Master Changan Ford STA, USA |
Director | Zhuang Wuchuan | 113.5.31 | Three years | General Engineer, Industrial Engineering Department, Taiwan Fuyu Company, Chief of Technical Department |
Director | Chen Nairong | 113.5.31 | Three years | Manager, Hongda Investment Company, Soochow University |
Independent director | Lin Shengsheng | 113.5.31 | Three years | Adjunct Lecturer of the Finance and Banking Department at the Business School of China Culture University;Yuan Sheng Venture Capital Group's Chairman and General Manager |
Independent director | Lai Jiayi | 113.5.31 | Three years | Master of Business Administration from the School of Management of Taiwan University (EMBA) Managing Director of Hongwei Certified Public Accountants Firm |
Independent director | Chen Xuyi | 113.5.31 | Three years | Department of Accounting, National Defense Management Institute Financial Director of the National Zhongshan Science Research Institute |
Professionalism and Independence of the Board of Directors According to Article 20, Paragraph 4 of the Code of Practice on Corporate Governance, the members of the Board of Directors shall generally possess the knowledge, skills and qualities necessary for the performance of their duties. In order to achieve the ideal goal of corporate governance, the Board of Directors as a whole shall have the following capabilities:
1.Operational judgment.
2.Accounting and financial analysis.
3.Management and operation.
4.Crisis management.
5.Industry knowledge.
6.International market view.
7.Leadership.
8.Decision-making ability.
The diversity of the board of directors is in accordance with Article 20, Item 3 of the "Corporate Governance Practice Guidelines" of our company. The composition of the board members should take into account diversity. Apart from the directors who also serve as company managers, the number of such directors should not exceed one-third of the total number of board seats. Additionally, based on the company's operations, operating models, and development needs, an appropriate diversity policy should be formulated. It should include, but not be limited to, the following two major aspects of standards: 1. Basic conditions and values: gender, age, nationality, and culture. 2. 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 of our company consists of 7 directors, including 1 non-executive director, 3 independent directors, and 3 executive directors (chairman, director and general manager, director and deputy general manager). The members possess extensive experience and diverse professional backgrounds in fields such as engineering, business, and management, and can provide professional opinions from different perspectives, which is of great benefit to enhancing the company's operating performance and management efficiency. The target of the professional background of board members should cover at least 1 person in each professional field such as banking, asset management, legal affairs, accounting, information technology, and risk management.
The relevant implementation is as follows:
Position | Chairman | Director | Independent director | ||||
Name | Yu Zemin | Huang Jianzhong | Zhuang Wuchuan | Chen Nairong | Lin Shengsheng | Lai Jiayi | Chen Xuyi |
Gender | male | male | male | male | male | female | male |
Nationality | Taiwan, China | Taiwan, China | Taiwan, China | Taiwan, China | Taiwan, China | Taiwan, China | Taiwan, China |
Age | 51-60 | 51-60 | 51-60 | 41-50 | 51-60 | 51-60 | 51-60 |
Act as an employee of this company | V | V | |||||
Industrial experience | |||||||
Bank | V | V | V | V | V | V | V |
Securities | V | V | V | ||||
Insurance | V | V | V | V | |||
Asset Management | V | V | V | V | V | V | |
Professional ability | |||||||
Accountant | V | V | V | V | |||
Law | V | V | V | V | |||
Information Technology | V | V | V | V | V | ||
Risk Management | V | V | V | V | V | V | V |