Implementation of Board Diversity
The company has formulated the “Corporate Governance Best-Practice Principles” to formulate a policy of diversification of board members to strengthen corporate governance and promote the development of sound board composition and structure. The composition of the board of directors should consider the company’s operation, business model and development needs to formulate appropriate diversification policies, such as: basic conditions (age, gender), professional background (professional, marketing, technology, finance, law), professional knowledge and skills. In order to achieve the desired objectives of the company, the Board as a whole should possess the following capabilities:
- The ability to make judgments about operations.
- Accounting and financial analysis abilities
- Business management ability.
- Crisis management ability.
- Knowledge of the industry.
- An international market perspective.
- Leadership ability.
- Decision-making ability.
The company’s current board of directors is composed of nine directors with different professional backgrounds, including three independent directors and six directors. The directors have rich experience in industrial management, technology research and development, marketing management, financial accounting, legal and tax administration, etc. which are in line with the company’s operational development needs and the effectiveness of functional committees. The company also pays attention to gender equality in the composition of the board of directors, aiming at least one female director. After the election of the board of directors at the 2024 shareholders’ meeting, a new female director was added.
The implementation of the board member diversity policy is as follows:
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Core of diversify
Name
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Basic Components | Professional background | Professional knowledge and capabilities | ||||||||||
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| gender | Employee | age | Tenure and seniority of independent directors (3~6 years) | Operational judgment | Accounting and financial analysis abilities | Operation and management ability | Crisis Management capability | Industry Expertise | Global market view | Leadership | Decision-making ability | ||
| Director: Ming-Hsien Chen | Male |
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60-70 |
Industrial management Marketing administration |
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| Director: Johnson Chou | Male |
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60-70 |
Industrial management Technology development Marketing administration |
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| Director:Ying-Chieh Chu | Male | 50-60 |
Industrial management Marketing administration |
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| Director:Peter Ho | Male | 60-70 | Industrial management |
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| Director:Yu Hao Chen | Male | 30-40 |
Technology development Marketing administration |
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| Director:Audrey Tseng | Female | 60-70 |
Industrial management Financial and accounting Legal and tax administration |
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| Independent Director:Chang-Chou Li | Male | 50-60 |
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Financial and accounting Legal and tax administration |
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| Independent Director:I –Yen Lu | Male | 50-60 |
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Industrial management |
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| Independent Director:James S. J. Cheng | Male | 50-60 |
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Law |
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The specific management objectives of the board diversity policy and their achievement status are as follows:
| Diversity management objectives | Achievement status |
|---|---|
| The number of independent directors exceeds one third of the board seats. | Done |
| It is advisable that the number of the directors who concurrently serve as the managers of the Company should not exceed one-third of the board seats. | Done |
| The independent directors have served for less than three consecutive terms. | Done |
| At least one female director on the board of directors. | Done |