► Board of Directors
Title |
Name |
Biography |
Director |
NA. Representative : Lee Ching-Kun. |
Chairman of TBI MOTION Technology Co., Ltd.
Chairman of Comtop Technology Co., Ltd.
Supervisor of NA
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Director |
Smartech & Green Co., Ltd. Representative: Lee Chin-Sheng. |
General Manager of TBI MOTION Technology Co., Ltd.
Chairman of Smartech & Green Co., Ltd.
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Director |
NA Representative: Lee Fu-Lin. |
Director of NA
Chairman of Taiwan Ball Screw Industrial Co., Ltd.
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Director |
Yeh Chun-Yen |
CFO of AnnJi Pharmaceutical Co. Ltd
Independent Director of THAI HO GROUP INC.
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Independent Director |
Liu Yi-Lin |
Business Senior Manager of NA
Lecturer in the Department of Information Management at Shih Hsin University
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Independent Director |
Fang Zhong-Li |
Chairman of NA
Chief Strategy Advisor of NA
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Independent Director |
Chou Cheng-Yi |
General Manager of Chen Shiang Intellectual Property Inc.
CEO of NA
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► Board Diversity Policy and Implementation
The company specifies in the "Corporate Governance Best Practice Principles" and "Directors Election Rules" that the composition of the board should consider diversity, including but not limited to gender, age, and educational background. The company has formulated a diversity policy based on its operational needs and development requirements. The implementation of the board diversity policy is reflected in the fifth board of directors, which consists of seven members (including three independent directors). The board members' professional knowledge and skills cover multiple areas such as industry, finance, technology, management, and law, and they possess the necessary knowledge, skills, and competencies required for their roles.
Implementation of the Diversity Policy
Director Name
|
Management |
Leadership Decision |
Industry Knowledge |
Finance and Accounting |
Legal |
NA Representative: Lee Ching-Kun
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V |
V |
V |
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Smartech & Green Co., Ltd. 代表人:Representative: Lee Chin-Sheng
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V |
V |
V |
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NA Representative: Lee Fu-Lin
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V |
V |
V |
|
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Yeh Chun-Yen |
V |
V |
V |
V |
|
Liu Yi-Lin |
V |
V |
V |
V |
|
Fang Zhong-Li |
V |
V |
V |
|
V |
Chou Cheng-Yi |
V |
V |
V |
|
V |
► Compensation Committee / Audit Committee
Title |
Name |
Major Academic and Professional Background |
Independent Director |
Liu Yi-Lin |
Business Senior Manager of NA |
Independent Director |
Fang Zhong-Li |
Chairman of NA |
Independent Director |
Chou Cheng-Yi |
General Manager of Chen Shiang Intellectual Property Inc. |
► Communication Policy and Summary with Independent Directors, Internal Audit Manager, and Accountant
Communication Policy between Independent Directors and Internal Audit Manager |
- The Audit Department conducts internal control reviews and management procedures monthly, prepares audit reports, and submits them to the Chairman for approval. The reports are then delivered to the members of the Audit Committee by the end of the following month. If there are any questions or instructions from the Audit Committee members, they will contact the Internal Audit Manager via phone or email to address the issues or directives.
- The Internal Audit Manager attends each Audit Committee meeting (at least quarterly), reports on audit activities, and communicates face-to-face with independent directors.
- If the Internal Audit personnel discover significant violations or concerns about potential major harm to the company, they will immediately prepare a report for approval and notify the members of the Audit Committee.
- The communication channels between the company's independent directors and the Internal Audit Manager are smooth and effective.
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Communication Policy between Independent Directors and Accountant |
- The accountant reports on the results of financial statement audits or reviews, as well as other regulatory communication matters, during Audit Committee meetings every six months. Independent directors can raise any opinions during this process, and the accountant will provide additional explanations as needed.
- In the event of significant or unusual situations, the accountant will immediately report to the Audit Committee.
- For important related issues, the board of directors may invite the accountant to attend meetings to provide professional opinions, thereby increasing interaction opportunities between the accountant and the directors/independent directors.
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Summary of Communication between Independent Directors and Internal Audit Manager |
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► Internal Audit
Internal Audit Organization |
- Establishment of the internal audit unit: Under the board of directors.
- Dedicated audit personnel: 2 full-time staff members.
- Appointment and dismissal of the Internal Audit Manager must be approved by the Audit Committee and reported to the board of directors for approval and filed with the Financial Supervisory Commission for record.
- In addition to meeting the qualifications required by the Securities and Futures Bureau, audit personnel must participate in continuous professional development in internal audit-related courses each year.
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Internal Audit Operations |
- The purpose of implementing internal audits is to assist the board of directors and management in identifying and reviewing deficiencies in the internal control system, evaluating the effectiveness and efficiency of operations, and providing timely improvement suggestions to ensure the continued effective implementation of the internal control system and to serve as a basis for reviewing and amending the internal control system.
- Audit operations are conducted by the "Guidelines for Establishing Internal Control Systems for Publicly Listed Companies" and regulations issued by the "Financial Supervisory Commission."
- Internal Audit Procedures:
- By the end of December each year, based on risk assessments, the company prepares an audit plan for the next year and submits it to the audit committee and the board of directors. The scope of the audit items covers important control operations, and amendments are handled similarly.
- Audits are conducted according to the plan, and the results are delivered to independent directors for review by the end of the month following the completion of the audit items. If significant violations or potential major damage to the company are discovered, a report is immediately prepared and submitted for approval, and the audit committee members are notified.
- For deficiencies and abnormal items found in the audit report, the audited department is notified to improve the deficiencies, and auditors track the results of the improvements.
- By the end of March each year, the self-assessment results of each unit's internal control system are reviewed, consolidated, and analyzed. These self-assessment results are submitted to management to serve as the main basis for the board of directors and the general manager to evaluate the overall effectiveness of the internal control system and issue the internal control system statement.
- Reporting of Internal Audit Operations:
- a.By the end of December each year: Annual audit plan (approved by the board of directors).
- b.By the end of January each year: List of internal auditors.
- c.By the end of February each year: Actual implementation status of the previous year's audit plan.
- d.By the end of March each year: Internal control system statement (approved by the board of directors).
- e.By the end of May each year: Status of improvements in internal control deficiencies and abnormal items found in the previous year's internal audit.
- The audit supervisor attends board meetings as required to report on audit operations.
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Download Internal Control Statement File |
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