Audit Committee

Submitted by endlin on 9 November 2022

The audit Committee of the Company was established on 2016.07.11.

The Committee shall consist of all the independent directors, four of whom shall be the convenor and at least one of whom shall have expertise in accounting or finance.

The term of office of the independent directors of the Committee shall be three years and may be re-elected. If the number of people who are discharged for some reason is insufficient as mentioned in the preceding paragraph or the articles of association, a by-election shall be held at the latest shareholders' meeting.

If all the independent directors are removed, the Company shall, within 60 days from the date of occurrence, hold an extraordinary meeting of shareholders to elect a by-election.

He term of office of the members of the Audit Committee is from 2024/06/26 to 2027/06/05.

Title Name Sex Date of appointment Major education/ experience
Independent director Chin Tack Koi

M

 2024/06/26 Department of Accounting, National Taiwan University
Mercuries & Associates Holding, Ltd. VP/ Deputy Spokesperson
Independent director Wu, Li-Lan

F

 2024/06/26

EMBA in Accounting, Tamkang University

Chief Financial Officer, Accounting Manager and Acting Spokesperson, Nanoplus Limited (Cayman) Taiwan Branch

Representative, ZHI-HUI Enterprise Management Consulting Co., Ltd.
Iindependent director Lai, Yung-Cheng

M

 2024/06/26

Master of Business Administration (MBA), National Chiao Tung University

BRIGHTV CONSULTING，Senior Business Consultant and Trainer

Independent Director, APLEX TECHNOLOGY INC.
Iindependent director Chen, Chien-Yuan

M

 2024/06/26

Institute of Economics, National Chengchi University

Director, MGI Excellence & Co., CPAs

Highlights of the annual work of the Audit Committee are as follows:

  • Establish or amend the internal control system in accordance with the articles of Association of the Company.
  • Evaluate the effectiveness of the internal control system.
  • In accordance with the provisions of the Articles of Association of the Company to establish or amend the acquisition or disposal of assets, engaging in derivatives trading, lending funds to others, endorsing or providing warranties for others significant financial business procedures.
  • Examine matters involving the interests of the directors themselves.
  • Review significant asset or derivative transactions.
  • Review and approve material loans, endorsements or guarantees.
  • Review the offering, issuance or private placement of marketable securities of equity nature.
  • Review the appointment, removal or remuneration of the certified accountant.
  • Review the appointment and removal of finance, accounting or internal audit supervisors.
  • Review quarterly, annual and semi-annual financial reports.
  • Review major matters stipulated by other companies or competent authorities.

 

Please refer to the Annual reports of the Company or the Open Information Observatory for information on the convening of the Committee and the attendance rate of each member.

The focus of audit Committee in 2023 is summarized as follows：

  • Review the appointment of Group Chief Financial Officer and Group Chief Operating Officer
  • Review quarterly, annual and semi-annual financial reports
  • Audited the annual business report and financial statements in 2022
  • Audited the annual surplus distribution in 2022
  • Handling the case of issuing new shares by converting profits into capital increase
  • Review the 2022 annual self-assessment internal control statement
  • Review the appointment, removal and remuneration of visa accountants
  • Review and apply directors' and managers' liability insurance
  • Review the transfer of treasury shares to employees
  • Review joint loan cases
  • Review the GOOD WAY CAYMAN CO., LTD. capital loan case
  • Funding loan through GWC Technology Inc.
  • Pass the company’s proposed issuance of CB3
  • Indirect investment in Vietnam
  • Revise the rules and regulations related to corporate governance of the Company
  • Reviewed the internal audit plan in the 2024
  • Examined the budget for 2024 year