Criteria Having more than 5 years work experience and professional qualifications listed below Compliance of independence (Note) Number of positions as independent director in other public companies
Name Lecturer (or above) of commerce, law, finance, accounting, or any subjects relevant to the Company’s operations in a public or private tertiary institution Judge, prosecutor, lawyer, accountant, or holder of national exam or professional qualification relevant to the Company’s operations Commercial, legal, financial, accounting or other work experiences required to perform the assigned duties 1 2 3 4 5 6 7 8 9 10 11 12
Chairman Houng Sun               0
Director Lien Sheng Investment Co., Ltd.
Representative: Wei-Chen Lee
          0
Director I-MEI Foods Co., Ltd.
Corporate representative: Hank Kao
            0
Director Chih-Ming Kao         0
Director Chun-Te Chang   1
Director Chang Hsu       1
Independent Director Chia-Ming Hsu 0
Independent Director Paul Hsu   0
Independent Director Hung-Wen Huang 0
 
  1. Not employed by the Company or any of its affiliated companies.
  2. Not a director or supervisor of the Company or any of its affiliated companies (this restriction does not apply to concurrent independent director positions in the Company, its parent company, subsidiary, or another subsidiary of the parent that is compliant with the Act or local laws).
  3. Does not hold more than 1% of the Company's outstanding shares in their own names or under the name of spouse, underage children, or proxy shareholder; nor is a top-10 natural-person shareholder of the Company.
  4. Not a manager listed in (1), or a spouse, 2nd-degree relative or closer or 3rd-degree direct relative or closer to any personnel listed in (2) or (3)
  5. Not a director, supervisor, or employee of any corporate shareholder that: 1. holds 5% or more of the Company's outstanding shares; 2. is a top-5 shareholder; or 3. appoints director/supervisor representative in the Company according to Paragraph 1 or 2, Article 27 of The Company Act. (This excludes concurrent independent director positions held within the Company and its parent/subsidiary, or in other subsidiary of the parent company that are compliant with the Act or local laws).
  6. Not a director, supervisor or employee of any other company that controls directorship in the company or where more than half of total voting rights are controlled by a single party (this excludes concurrent independent director positions held within the company and its parent/subsidiary, or in other subsidiary of the parent company that are compliant with the Act or local laws).
  7. Does not assume concurrent duty as chairman, president or equivalent role, and is not a director, supervisor, or employee of another company or institution owned by spouse. (This excludes concurrent independent director positions held within the Company and its parent/subsidiary, or in other subsidiary of the parent company that are compliant with the Act or local laws.)
  8. Not a director, supervisor, manager, or shareholder with more than 5% ownership interest in any company or institution that has financial or business relationship with the Company (however, this excludes concurrent independent director positions held within companies or institutions that hold more than 20% but less than 50% outstanding shares of the Company, or in the Company's parent or subsidiary, or in another subsidiary of the parent that is compliant with the Act or local laws).
  9. Not a professional who provides audit service, or commercial, legal, financial, accounting or related services for an accumulated sum of less than NT$500,000 in the last 2 years, to the Company or its affiliate, nor is an owner, partner, director, supervisor, or manager, or the spouse of any of the above, of a sole proprietorship, partnership, company, or organization that provides such services to the Company or its affiliated companies. This excludes roles as Remuneration Committee, Public Acquisition Review Committee or M&A Special Committee member appointed in accordance with the Securities and Exchange Act or Business Mergers And Acquisitions Act.
  10. Not a spouse or relative of second degree or closer to any other directors.
  11. Does not meet any of the conditions stated in Article 30 of The Company Act.
  12. Not elected as a government or corporate representative according to Article 27 of the Company Act.
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