Organization of the board of directors
According to the Company’s Articles of Incorporation, 5-12 directors shall be elected, of which 3 are independent directors. The tenure of office is for 3 years, and reelection is permitted. The board of directors shall elect a Chairman from among the directors by a majority vote. The Chairman represents the Company externally and oversees the Company’s important affairs. Furthermore, the Company has purchased liability insurance for the directors based on their scope of practice.
The board of directors’ term is from June 7 , 2024, to June 6, 2027. Of 9 directors, 3 are independent directors. The Company’s board of directors’ election adopts the candidate nomination system. All the director candidates are nominated and reviewed by the board of directors before they are submitted to the shareholders’ meeting for election.
Director resume
Implementation of the diversification policy for the composition of its Board of Directors
Board operations
Major Resolutions made by the Board Meeting
Grace Sung
Chairperson and COO
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Current occupation
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Education
Bachelor of Journalism, Department of Mass Communication, Fu Jen Catholic University
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Experiences
Chairperson, Abraham Investment Co. Ltd.
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Current occupation
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Education
Bachelor of Business Administration, National Central University
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Experiences
Executive Vice President, CMMT
CFO, ELTA Technology
Vice President of Finance, TPV Technology Group
Vice President, Cheng Uei Precision Industry Co., Ltd.
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Jason C Kan, Representative of Buena Venture Management Corp.
Director
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Current occupation
Chairman, Buena Venture Management Corp.
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Education
MBA, University of California, Irvine
Bachelor of Laws, National Taiwan University
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Experiences
Assistant President, Concord Financial Co., Ltd
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Hui-Yu Lin,Representative of Four Season’s Logistics Services Intl Corp.
Director
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Current occupation
Partner, Buena Venture Management Corp.
Chairman, GlorySun OptoElectronics Corp.
INED, Tai-Saw Technology Co., Ltd.
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Education
MBA, University of Scranton
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Experiences
Manager, Solid Year Co. Ltd.
Investment Dep., China Development Industrial Bank
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Zhi-Zhen Lin, Representative of Abraham Investment Co., Ltd
Director
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Current occupation
Attorney-at-Law of Discernment Law Firm
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Education
Master of Laws, National Chengchi University
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Experiences
Attorney-at-Law of Discernment Law Firm
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Current occupation
CFO, Hi Yes International Co. Ltd.
INED, Epileds Technologies, Inc.
Director, Jin Yu Tong Co. Ltd.
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Education
Master of Finance, National Taiwan University
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Experiences
INED, iCatch Technology, Inc.
Supervisor, Advance Echem Materials Company Limited
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Yi-Zhang Lin
Independent Director, convenor of Audit Committee, convenor of Remuneration Committee.
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Current occupation
INED, Ton Yi Industrial Corp.
INED, Lasertek Taiwan Co.Ltd.
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Education
MBA, National Sun Yat-Sen University.
Bachelor degree, Dep of Accounting, Soochow University.
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Experiences
CPA, PWC Taiwan
Partner, PWC Taiwan
CPA
Lecturer, Taiwan Corporate Governance Association
Lecturer, Securities & Futures Institute
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Heng-Zhen Ho
Independent Director, member of Audit Committee, member of Remuneration Committee.
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Current occupation
Attorneys-at-Law Min Wei Law Firm
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Education
Bachelor of Laws, National Chengchi University
Judicial education pre-job training No. 48
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Experiences
Prosecutor, Fuchien Lienchiiang District Prosecutors Office
Prosecutor, Tainan District Prosecutors Office
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Yi-Liang Chen
Independent Director, member of Audit Committee, member of Remuneration Committee.
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Current occupation
CPA, Yi Xiang& Co., CPAs
INED, Plotech Co., Ltd
INED, Promise Technology, Inc.
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Education
Bachelor degree, Dep of Accounting, Soochow University
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Experiences
CPA, C&S CPA Firm
CFO, Spring Tree Technology Co. Ltd.
Supervisor, Advance Echem Materials Company Limited
Supervisory, Fositeck Corp.
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The current Board members of the Company come from diverse backgrounds, consisting of industry professionals, management experts, and academic specialists, all of whom maintain high ethical standards commensurate with their duties and powers.
The Board of Directors’ duties are to oversee, setting specific management objectives, providing guidance to the management, and assess the performance of the management team. The Board also wield the power to decides the best composition of the management team. The Company’s “Corporate Governance Practice Principles” with which the company complied requires directors who simultaneously serve as members of management team to be no more than one-third of the total board seats. The company should formulate appropriate diversity guidelines based on its operations, business model, and development needs, including but is not limited to the following two major aspects:
1. Basic conditions and values: gender, age, nationality, culture, and ethnicity.
2. Professional knowledge and skills: professional background, expertise, and industry experience.
Maintaining the diversity of the Board members is crucial to good corporate governance. Therefore, the Company endorses “Candidate Nomination System,” where all director candidates undergo nomination and qualification review by a regulated Nomination Committee before submitting to the shareholder meeting for election. In addition, the Company sets the objectives for managing Board diversity and engaging in annual review of the objectives set.
The specific management objectives and achievements of the diversity policy are as follows,
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Item
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Management Objective
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Achievements
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Professional Skills
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Including Technology Industry, Financial & Accounting, Financial Investment, Corporate Sustainability, Legal Profession
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Achieved
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Composition of Seats
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Independent director seats account for one-third of all board seats. |
Achieved
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Gender
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At least two seats of Directors are different gender.
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Achieved
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Term of Service
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The independent directors shall not hold office for more than 3 terms.
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Achieved
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Concurrently Situation
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Concurrently serve as the managers of the Company should not exceed one-third of the board seats.
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Achieved
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| No Independence Director serve as director (including independence director) or supervisor more than five other TWSE/ TPEx listed companies at the same time. |
Achieved
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Implementation of Board Member Diversity in 2024
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Title
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Name
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Industry Experience
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Professional Expertise
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Industry Knowledge
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Business Management
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Finance & Accounting
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Financial Investment
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Legal
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Corporate Sustainability
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Chairperson
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Yen-Yi Sung
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V
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V
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|
|
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Director
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Wei-Chung Lian
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V
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V
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V
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|
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V
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Director
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Chiang-Huang Huang
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V
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V
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V
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Director
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Jason C Kan
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V
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V
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V
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Director
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Hui-Yu Lin
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V
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V
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Director
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Zhi-Zhen Lin
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V
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Independent Director
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Yi-Zhang Lin
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V
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V
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|
|
V
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Independent Director
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Heng-Zhen Ho
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V
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Independent Director
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Yi-Liang Chen
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V
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V
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Title
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Name
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Gender |
Age
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Concurrent Management Position
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Independent Director's Concurrent Positions as Director (Including Independent Director) or Supervisor in Other Listed/OTC Companies
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Independent Director Tenure
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Below
3 years
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3-9 years
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Chairperson
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Yen-Yi Sung
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Female
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51~60
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V
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Director
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Wei-Chung Lian
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Male
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51~60
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Director
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Chiang-Huang Huang
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Male
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51~60 |
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|
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Director
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Jason C Kan
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Male
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51~60 |
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| Director |
Hui-Yu Lin
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Male
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51~60 |
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Director
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Zhi-Zhen Lin
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Male
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41-50
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Independent Director
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Yi-Zhang Lin
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Male
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61~70
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2
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V
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Independent Director
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Heng-Zhen Ho
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Female
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41~50
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0
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V
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Independent Director
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Yi-Liang Chen
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Male
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41~50
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2
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V
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| Name |
Job title |
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Business Related |
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Expertise |
| Management |
Technology R&D |
International |
Sales Marketing |
Accounting Finance |
Legal |
Supervisor |
ESG Focus |
| Job title |
Full name |
Actual attendance |
Attendance by proxy |
Attendance rate (%) |
Note |
| Chairperson and COO |
Grace Sung |
5 |
0 |
100 |
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| Director & President |
Wei-Chung Lian |
5 |
0 |
100 |
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| Director |
Jason C Kan, Representative of Buena Venture Management Corp. |
4 |
1 |
80 |
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| Director |
Hui-Yu Lin,Representative of Four Season’s Logistics Services Intl Corp. |
4 |
1 |
80 |
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| Director |
Zhi-Zhen Lin, Representative of Abraham Investment Co., Ltd |
5 |
0 |
100 |
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| Independent Director, convenor of Audit Committee, convenor of Remuneration Committee. |
Yi-Zhang Lin |
5 |
0 |
100 |
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| Independent Director, member of Audit Committee, member of Remuneration Committee. |
Heng-Zhen Ho |
5 |
0 |
100 |
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| Independent Director, member of Audit Committee, member of Remuneration Committee. |
Yi-Liang Chen |
5 |
0 |
100 |
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Document heading |
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