Position | Name | Gender | Age | Nationality | Experience | Concurrently serving as an employee of the Company | Years of experience as an independent director |
---|---|---|---|---|---|---|---|
Member(Convener)/ Independent Director |
Sheng, Bao-Si | Male | 51-60 | R.O.C. | Chairman of BORA PHARMACEUTICALS CO., LTD. | No | 3-9 |
Member/ Independent Director |
Lin, Ruei-Yi | Male | 51-60 | R.O.C. | Chairman of STARTRII CO., LTD | No | 3-9 |
Member/ Independent Director |
Chen, Kuan-Pai | Male | 51-60 | R.O.C. | Chairperson of Bai Chuan International Investment Co., Ltd. | No | 3-9 |
Member/ Independent Director |
Hou, Chia-Qi | Female | 31-40 | R.O.C. | Chairperson of Ascent Developement | No | 3 ↓ |
All members of the Committee have diversified expertise, including operation and management, industrial knowledge, leadership, and decision-making. They are either outstanding entrepreneurs or professionals with rich experience in finance or operation.
Industry experience | Professional competence | |||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
Name | Cultural creativity | Information technology | Finance | Biotechnology | Trade | Department Hotel | International operations | R&D | Finance Analysis | Investment | Mergers and acquisitions | Risk management |
Sheng, Bao-Si | ||||||||||||
Lin, Ruei-Yi | ||||||||||||
Chen, Kuan-Pai | ||||||||||||
Hou, Chia-Qi |
Name | Title | Experience (Education) |
---|---|---|
Sheng, Bao-Si | Chairman of BORA PHARMACEUTICALS CO., LTD. Bachelor of Economics of University of California - Berkeley |
Member of the Compensation and Remuneration Committee, Audit Committee, and Nomination Committee of Gamania Digital Entertainment Co., Ltd. |
Lin, Ruei-Yi | Chairman of STARTRII CO., LTD President of SHUNG YE TRADING CO., LTD. Master of Business Administration of George Washington University |
Member of the Compensation and Remuneration Committee, Audit Committee, and omination |
Chen, Kuan-Pai | Chairperson of Bai Chuan International Investment Co., Ltd. Director of AURORA GROUP Chairman Master of University of Southern California |
Member of the Compensation and Remuneration |
The responsibilities of the Audit Committee are as follows:
1. Establish or amend the internal control system in accordance with Article 14-1 of the Securities and Exchange Act.
2. Assessment of the effectiveness of the internal control system.
3. Formulate or amend the procedures for handling significant financial and business activities, such as acquiring or disposing of assets, engagement in derivatives trading, loans to others, endorsement or guarantees for others, in accordance with Article 36-1 of the Securities and Exchange Act.
4. Matters involving directors' own interests.
5. Significant asset or derivative transactions.
6. Significant loans to others, endorsements, or guarantees.
7. Offering, issuing, or private placement of securities with an equity nature.
8. Appointment, dismissal, or remuneration of the certifying CPAs.
9. Appointment and dismissal of financial, accounting, or internal audit supervisors.
10. Annual and semi-annual financial reports.
11. Other major matters prescribed by the Company or the competent authority.
The Audit Committee, comprising all four independent directors, convenes quarterly before the Board of Directors’ meetings to
review the Company's internal control systems, execution of internal audits, and material financial and operational activities. The Committee also engages in communication and discussions with the external auditors to oversee Company operations and risk management.
In 2024, the Company held a total of five meetings, during which the following key matters were reviewed and resolved:
In 2024, the Committee held 5 meetings (A), and the attendance of Committee members was as follows:
Position | Name | Actual attendance number (B) | Number of entrusted attendances | Actual attendance rate(%)(B/A) |
---|---|---|---|---|
Member(Convener)/ Independent Director |
Sheng, Bao-Si | 2 | 3 | 40 |
Member/ Independent Director |
Lin, Ruei-Yi | 3 | 2 | 60 |
Member/ Independent Director |
Chen, Kuan-Pai | 5 | 0 | 100 |
Member/ Independent Director |
Hou, Chia-Qi | 5 | 0 | 100 |
The information on each committee meeting is as follows:
Date | Contents of the proposal | Resolution | Objection |
---|---|---|---|
2023.03.09 | ● Audit report case. ● Other major accounting audit topics and legislative amendment report case. ● Approved the internal control system from January 1st, 2022, to December 31st, 2022, and issued an internal control statement based on the self-assessment results. ● Approval of the 2022 annual financial statements. ● Approval of the 2022 profit distribution. ● Approval of the replacement of the certifying accountant. ● Approval of the independence assessment of the certifying accountant and their associated accounting firm for 2023. ● Approval for the pre-approved certifying accountant, their office, and related enterprises and alliance offices to provide non-certification services to our company and subsidiaries in 2023. ● Approval of the 2023 Audit Committee's annual work priorities. |
After full discussion by the members and the Chairman's consultation with all the members present, the proposals were adopted without objection. | NA |
2023.05.10 | ● Audit report case. ● Other major accounting audit topics and legislative amendment report case. ● Approval of the consolidated financial statements for 2023Q1. ● Approval of the revision of the company's "Internal Control System" and "Internal Audit Implementation Rules". |
||
2023.06.20 | ● Approval of the election of the convener and chairman of the second "Audit Committee". | ||
2023.08.07 | ● Audit report case. ● Other major accounting audit topics and legislative amendment report case. ● Approval of the consolidated financial statements for 2023Q2. |
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2023.11.06 | ● Audit report case. ● Other major accounting audit topics and legislative amendment report case. ● Approval of the consolidated financial statements for 2023Q3. ● Approval of the company's endorsement and guarantee for its subsidiaries. |