Corporate Governance

Operations of Board of Directors

The Board of Directors convened a meeting for five times in 2015, and the status of board members’ participation was recorded below:  

Title

name

Times of participation (or being an observer)

Times of participation by authorized representative

Actual rate of participation

President

YuPeng Investment Co.,Ltd.
Hou Po-ming

4

0

100%

Director

TaiPo Investment Co.,Ltd.
Wu Tseng,Chao-Mei

1

3

25%

Director

Wu,Liang-Hung

4

0

100%

Director

Sheng-Yuan Investment Co.,Ltd.
Hou,Bo-Yi

4

0

100%

Director

Hou,Bo-Yu

4

0

100%

Director

GuangWoei Investment Co.,Ltd.
Chuang,Ying-Nan

2

2

50%

Director

Cheng Lang Investment Co.,Ltd.
Chuang,Yin-Chi

4

0

100%

Director

MauChiang Investment Co.,Ltd.
Ho,Chin-Hua

0

4

0%

Director

YuPeng Investment Co.,Ltd.
Janie,I-Chen Chang

4

0

100%

Director

YoungYun Investment Co.,Ltd.
Wu,Chung-Ho

4

0

100%

Director

Yen,Jen-Shong

3

1

75%

Director

Shun Han Hong Investment Co.,Ltd.
Chen,Hung-Mo

4

0

100%

Director

Hou,Wen-Tung

4

0

100%

Director

Sheng-Yuan Investment Co.,Ltd.
Hou,Chih-Sheng

1

3

25%

Director

HsinYungHsing Investment Co.,Ltd.
Hou,Chih-Yuan

4

0

100%

Director

Joyful Investment Co.,Ltd.
Li-Ling,Cheng

4

0

100%

Independent Director

Tai,Chein

4

0

100%

Independent Director

Nieh,Peng-Ling

4

0

100%

Independent Director

Chiu,Wen-Hui

4

0

100%

Independent Director

Tsung-Yi Tsai

4

0

100%

Other issues to be noted in meeting minutes:

  • It’s not subject to Article 14, Paragraph 3, of the Stock Exchange Law (SEL) that lists the issues and other issues for which independent directors oppose or have reservations and, for these issues, the meeting minutes should indicate the date of that meeting, meeting No., proposal’s content, as well as all independent directors’ opinions on these issues and Company’s reactions to their opinions.
  • For the directors who avoid involvement in stakeholder-related proposals, the meeting minutes should indicate their names, proposal’s content, reasons for their avoidance, as well as voting result: None.
  • The goals for enhancing the efficiency of board of directors’ meetings for the current or recent years (ex. organizing the auditing committee, raising information transparency, etc): none.

 

Information about operations of auditing committee:

1. The Company’s Auditing Committee is composed of four members.
2. Tenure of incumbent members: June 15, 2016-June 14, 2019

 The Auditing Committee convened a meeting three times over the last year, with member’s attendance recorded below:

Title

Name

Times of participation in person

Times of participation by authorized representative

Actual participation rate
(Note)

 (Note)

Convener

Tai,Chein

3

-

100%

 

Member

Nieh,Peng-Ling

3

-

100%

 

Member

Chiu,Wen-Hui

3

-

100%

 

Member

Tsung-Yi Tsai

3

-

100%

 

 Operations of Salary & Reward Committee:

1. The Company’s Salary & Reward Committee is composed of four members.
2. Tenure of incumbent members: June 28, 2016-June 14, 2019

The Salary & Reward Committee convened a meeting twice over the last year, with member’s attendance recorded below:

Title

Name

Times of participation in person

Times of participation by authorized representative

Actual participation rate
(Note)

 (Note)

Convener

Tai,Chein

2

-

100%

 

Member

Nieh,Peng-Ling

2

-

100%

 

Member

Chiu,Wen-Hui

2

-

100%

 

Member

Tsung-Yi Tsai

2

-

100%

 

Other issues to be noted in meeting minutes:

  • In case the Salary & Reward Committee’s suggestion is not adopted or revised at the meeting of the board of directors, the meeting minutes should indicate the date of the meeting, meeting No., content of the proposal, meeting’s decision, as well as the Company’s reaction to the Committee’s opinion (If the salary rate passed at the meeting of the board of directors is higher than the rate suggested by the Committee, the meeting minutes should indicate the gap and reasons): none.
  • If any member opposes or has reservations against the decision made at the meeting of the Salary & Reward Committee and it’s recorded in any written document, the document should indicate the date of the meeting, meeting No., content of the proposal, all members’ opinions and the Commission’s reaction to the opposing member’s opinion: none.