Investor Relations
Policies
Major Internal Policies (Chinese)
Audit Committee Organization Regulations
Rules Governing Financial and Business Matters Between this Corporation and its Related Parties
Organizational Regulations of the Remuneration Committee
Rules of Procedure for the Board of Directors
Prevention of insider trading management procedures
Code of Ethical Conduct
Integrity Management Operating Procedures and Behavior Guidelines
Code of Integrity Management
Board Performance Evaluation Regulations
Code of Practice on Corporate Governance
Code of Practice for Sustainable Development
Endorsement Guarantee Operating Procedures
Fund loan and others operating procedures
Acquisition or Disposal of Assets Procedures
Director Election Regulations
Rules of Procedure for Shareholders’ Meeting
Company Policy
Corporate Governance Officer
In order to fully implement corporate governance, the company’s accounting manager, Mr. Wang Haozheng, serves as the supervisor of corporate governance. He has more than 3 years of experience in the management of finance, stock affairs, and discussions in public companies, protecting shareholders’ rights and strengthening the role of the board of directors.
Terms of Reference for Head of Corporate Governance
- Prepare the board of directors and shareholders’ meetings and make minutes.
- Assist directors in taking office, complying with laws and regulations, and continuing education.
- Provide directors with the information necessary to execute their duties.
- Other matters stipulated in the company’s articles of association or contract.
Year 2021 and 2022 of business execution focus
- Handle matters related to board meetings in accordance with the law and prepare minutes of board meetings
- Examining whether the resolution of the board of directors constitutes a reissue
- Assist directors in training related matters (the status of directors’ training has been reported to the public information observation station)
- Assist in shareholders’ meeting procedures and resolutions on legal compliance matters
- Handle the pre-registration of the date of the shareholder meeting according to the law, prepare the meeting notice, the procedure manual, the minutes within the statutory time limit, and handle the change registration after the revision of the articles of association or the reelection of directors
- Promote the achievement of corporate governance index items, and review the scoring elements of each corporate governance evaluation index
- Arrange independent directors to communicate with certified accountants and internal audit supervisors
- Handle directors and key staff liability insurance matters
| Date of Training | Training Insitutions | Course | Training hours | Does the training meet the requirements? | |
|---|---|---|---|---|---|
| Start | End | ||||
| 2024/08/07 | 2024/08/07 | Republic of China Securities OTC Trading Center | Sustainability Transition and Global Trends | 3 | yes |
| 2024/08/07 | 2024/08/07 | Republic of China Securities OTC Trading Center | Sustainability Report and Disclosure | 3 | |
| 2023/10/24 | 2023/10/24 | Republic of China Securities OTC Trading Center | Held “2021 Overseas Buying Sustainable Upgrade Online Forum” | 6 | yes |
| 2023/11/08 | 2023/11/08 | Republic of China Accounting Research and Development Foundation | Continuing training courses for accounting executives of issuers, securities firms and stock exchanges | 3 | |
| 2023/11/08 | 2023/11/08 | Republic of China Securities OTC Trading Center | OTC and emerging OTC company insider shareholding publicity briefing | 3 | |
| 2023/12/12 | 2023/12/12 | Republic of China Accounting Research and Development Foundation | The latest “self-compiled financial report” related policy development and internal control management practices | 6 | |
Internal Audit
Organization, duties and configuration of auditing office
- Organization of the Auditing Office: The Auditing Office is affiliated to the Board of Directors. It adopts independent professional internal audits and conducts regular and irregular business audits and financial audits to truly evaluate the soundness, rationality, and effectiveness of the internal control system.
- Duties of the Auditing Office: To investigate and evaluate the deficiencies of the internal control system and measure the efficiency of operations, provide timely improvement suggestions to ensure the continuous and effective implementation of the internal control system, and assist the board of directors and management to fulfill their responsibilities.
- The configuration of the audit office:
- The company has a full-time internal audit supervisor.
- The company assigns one auditor
- The appointment and removal of the internal audit supervisor of the company is approved by the audit committee and submitted to the resolution of the board of directors; the appointment, removal, evaluation, and salary of the company’s internal auditors are based on the company’s “recruitment and selection procedures”, “employee evaluation operations”, ” The above-mentioned appointment and dismissal, evaluation and salary remuneration are reported to the chairman of the board of directors by human resources and obtained their approval
The internal control of the operation of the audit office and the improvement and implementation of the internal audit system.
With reference to risk factors and the company’s actual operating conditions, draft an audit plan, submit and implement it, issue an audit report, and conduct follow-up and improvement of deficiencies; plan, implement, review, improve, and track self-inspection; report audit business to members of the audit committee and attend as non-voting delegates Report of the board of directors; Evaluation and improvement suggestions based on the implementation of the company’s established systems, regulations, plans and policies.
Announcement of Audit Office
- According to the risk assessment results, the annual audit plan is drawn up, and the derivative financial product trading operations are audited monthly; important audit items such as endorsement guarantees, capital loans and other operations are audited quarterly; the internal control system is self-assessed every year to improve the company’s reputation. Operating performance, and in accordance with the “Standards for Public Issue Companies Establishing Internal Control System Handling Guidelines”, report the audit report and audit follow-up report to the members of the company’s audit committee before the end of the next month after the audit report is completed.
- In accordance with Articles 22 and 23 of the “Standards for the Establishment of Internal Control Systems of Public Offering Companies”, a public offering company should first urge its internal units and subsidiaries to conduct self-assessment at least once a year, and then conduct internal audits. The units review the self-assessment reports of each unit and subsidiary, and review the internal control deficiencies and abnormal matters found by the audit unit to improve the situation, as a basis for the board of directors and the general manager to evaluate the effectiveness of the overall internal control system and issue a statement of the internal control system mostly according
- Announce and report the following audit-related matters stipulated by the competent authority:
- Report the “Annual Audit Plan” for the next year before the end of December.
- Report the current year’s “audit supervisor and auditor information” before the end of January.
- Report the previous year’s “annual audit plan implementation” before the end of February.
- Report the previous year’s “Statement of Internal Control System” before the end of March.
- Before the end of May, report the previous year’s “lack of internal control system and improvement of abnormal matters”.
Integrity management and the implementation of the prohibition of insider trading
Specific methods for implementing the integrity management policy and a plan to prevent dishonesty
Insider Trading Prohibited
The company has formulated relevant laws and regulations such as management operations to prevent insider trading, corporate governance practice codes, operating procedures and behavior guidelines for honest business operations, and prohibits company insiders from using unpublished information to buy and sell securities.
The company has set up corporate governance personnel, with the supervisor of the financial center as the convener, and the financial and accounting unit as a full-time unit for corporate governance and integrity management to protect the rights and interests of shareholders and strengthen the functions of the board of directors. The latest regulatory developments to assist directors to comply with the law.
The staff of the full-time unit participates in the “Insider Shareholding Explanation Session of OTC Emerging Companies” organized by the Taiwan Stock Exchange Co., Ltd. and the OTC Securities Exchange Center of the Republic of China.
The 2011 courses include “Insider Equity Changes”, “Insider Trading Relevant Laws and Case Analysis”, “Acquisition of Large Stakes and Treasury Stocks”, “Relevant Laws and Case Analysis of Stock Price Manipulation”, “Short-term Transaction Incorporation Rights Related Act and Case Analysis”. After the course is over, the participants will provide the directors and managers with the insider trading prevention publicity information of the competent authority in written documents or emails, so as to strengthen insiders’ awareness of law compliance.
