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Corporate Governance

Corporate Governance

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Audit Committee
In order to enhance the supervisory responsibilities of the board of directors and strengthen the management mechanism of the board, the company established an audit committee in June 2020. The audit committee is composed of all independent directors, with at least one member having expertise in accounting or finance. The term of the independent directors on this committee is three years, with the possibility of re-election. The members of the audit committee are Mr. Hsu Ching-Hsiang, Mr. Tsai Neng-Hsien, Mr. Juine-Kai Tsang, and Li Chia-Wei, serving as the second term of the audit committee, with a term from June 30, 2023, to June 29, 2026, coinciding with the end date of the eighth board of directors.
 
The Audit Committee aims to assist the Board of Directors in fulfilling its oversight responsibilities regarding the quality and integrity of the company's accounting, auditing, financial reporting processes, and financial controls. Its operations focus on the supervision of the following matters: Appropriate presentation of the company's financial statements. Selection (dismissal) of certified public accountants and their independence and performance. Effective implementation of the company's internal controls. Compliance with relevant laws and regulations. Management of existing or potential risks to the company.
 
The Audit Committee meets at least once each quarter. In the year 114, the Audit Committee held a total of 4 meetings on 114/03/07, 114/05/06, 114/08/01, and 114/11/07, and submitted proposals to the Board of Directors.
 
Annual Work Summary

114 years

Meeting Discussion Highlights

Resolution Result

114/3/7

 

  1. Approved the 113th annual business report and financial report.
  2. Passed the internal control system declaration for the 113th year.
  3. Passed the independent auditor's independence assessment for the 114th year.
  4. Passed the 114 year audit by the certified public accountant (including non-assurance service items).
  5. Engaging an accounting firm to provide non-assurance services and public expense projects.
  6. The proposal for the financial supervisor to concurrently serve as the corporate governance supervisor and spokesperson has been approved.
  7. Through the amendment of the "Internal Control System _ Salary and Labor Cycle" provisions.
  8. Providing endorsement guarantees for subsidiaries.
  9. The case of lending funds from Shanghai MA-tek to others.
  10. Through the establishment of the record date for the conversion of convertible bonds into common stock in the fourth quarter of 2024.
  11. Obtain real estate factory usage case as planned.

The entire Audit Committee approved and submitted the resolution to the Board of Directors.

114/5/6
  1. Approved the financial report for the first quarter of 114.
  2. Transfer of treasury stock to employees.

The entire Audit Committee approved and submitted the resolution to the Board of Directors.

114/8/1
  1. Passed the financial report for the second quarter of 114.
  2. Providing endorsement guarantees for subsidiaries.
  3. Through the Shanghai MA-tek capital loan to others case.

The entire Audit Committee members approved and submitted the resolution to the Board of Directors.

114/11/7
  1. Passed the financial report for the third quarter of 114.
  2. Providing endorsement guarantees for subsidiaries.
  3. Through the case of Shanghai MA-tek lending funds to others.
  4. Through the appointment of KPMG and Ernst & Young to provide non-assurance services and public expense cases.
  5. Acquisition of right-of-use assets.
  6. Through the proposed handling of cash capital increase, issuing new shares and issuing the second domestic unsecured convertible bond.

The entire Audit Committee approved and submitted the resolution to the Board of Directors.
 

The Audit Committee held 4 meetings in the 114th year (A), and the attendance of the members is as follows.

Job Title

Name

Actual attendance

Attendance Count (B)

Attendance by Proxy

Count

Actual Attendance Rate (%)

(B/A)(Note)

Convener

Tsai Neng-Hsien

4

0

100%

Member

Hsu Ching-Hsiang

4

0

100%

Member

Juine Kai Tsang

4

0

100%
Member

Li Chia-Wei

 4 0 100%
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