On November 8, 2024, the Company established a Risk Management Committee, which is composed of 4 independent directors, all of whom have expertise in "risk management" and "corporate governance", and all members meet the professional competencies required by the Committee, with the aim of strengthening corporate governance and enhancing the effectiveness of the Board.
1. Main duties of the Risk management committee
(1) Review the risk management framework and risk management policy.
(2) Review periodic risk management reports.
(3) Review material risk management matters as prescribed by the Company or the competent authority.
(4) Review the risk management related proposals that should be submitted to the Board of Directors.
(5) Perform other matters as instructed by the Board to be handled by the Risk Management Committee.
2. Member of the Risk management committee
Title |
Criteria
Name |
Professional Qualification Requirements and Work Experience |
Independent director
(convener) |
Huang, Yi-Wen |
Attorney-at-law of Via Justice Law Offices, with crisis management skills |
Independent director |
Renn, Jyh-Chyang |
Professor of Department of Mechanical Engineering, National Yunlin University and Consultant of Taiwan Fluid Power Association, with industry knowledge and crisis management skills |
Independent director |
Lin, Yu-Ya |
Partner Accountant of Pey-Sheng CPAs Firm, with accounting and financial analysis and crisis management skills |
Independent director |
Lin, Ken-Mao |
Chairman of Welldar Industrial Co., Ltd., with ability of operation management and operational judgment |
3. Operation of the Risk management committee
Term of the committee members: November 8, 2024 ~ June 15, 2025. A total of 1 meeting of the risk management committee were held in the most recent years. Director attendance was as follows:
Name and Title |
Attendance in Person |
By Proxy |
Attendance rate (%) |
Remark |
Huang, Yi-Wen
Independent director
(convener) |
1 |
0 |
100% |
None |
Renn, Jyh-Chyang
Independent director |
1 |
0 |
100% |
None |
Lin, Yu-Ya
Independent director |
1 |
0 |
100% |
None |
Lin, Ken-Mao
Independent director |
1 |
0 |
100% |
None |
Note:
The date, period, content of the main resolutions of the Risk Management Committee, the contents of the proposals, the contents of the recommendations or objections of the members of the Risk Management Committee, the results of the resolutions, and the Company's handling of the opinions of the Risk Management Committee.
The Risk Management Committee Date |
Proposal Contents |
Results |
Company’s respond to the opinions of the remuneration committee |
November 8, 2024
The first meeting of the risk management committee of the first term |
Election of the convener of the Risk Management Committee and the chairman of the meeting of the Company |
All members elected Huang, Yi-Wen as the convenor of the Risk Management Committee and the chairman of the meeting. |
No objection. |
4. The performance evaluation of Risk management committee
The criteria for the risk management committee performance evaluation covers 19 indicators in five aspects. The average score is 4.67 out of 5, indicating that the risk management committee functions well and complies with corporate governance requirements.
Five aspects |
No. of Indicators |
Average Score |
A. Participation in the operation of the company. |
4 |
4.69 |
B. Awareness of the duties of the functional committee |
4 |
4.50 |
C. Improvement of the quality of decision made by the functional committee |
7 |
4.64 |
D. Makeup of the functional committee and election of its members.
|
4 |
4.88 |