Audit Committee
Audit Committee Structure
The Committee shall convene at least once per quarter, and may call a meeting at its discretion whenever necessary. The Committee shall be composed of the entire number of independent directors. It shall not be fewer than three persons in number. The independent directors of the Audit Committee shall serve a 3-year term, and may be re-elected for further terms. The approval of proposals need more than 50% of the entire Audit Committee members’ votes. Five major functions of the Audit Committee are to supervise the following matters:
- Fair presentation of the financial reports of the Company.
- The engagement and discharge of Certified Public Accountants base on the evaluation of independence and performance.
- The effectiveness of internal control system of the Company.
- Compliance with relevant laws and regulations of the Company.
- Manage the existing or potential risks of the Company.
Audit Committee Responsibilities
The Responsibilities of the Audit Committee as following:
- Establishment or amendment of the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
- Assessment of the effectivitiness of the internal control system.
- Establish or amend procedures for material financial processes of asset acquisition and disposition, derivative trading, lending, endorsement, or guarantee to alige with Article 36-1 of the Securities and Exchange Act.
- Matters with conflict of personal interests of Directors of the Board.
- Material asset transactions or derivative tradings.
- Material lendings, endorsements, or guarantees.
- The offering, issuance, or private placement of equity-type securities.
- The engagment or discharge of Certified Public Accountants or their compensations.
- The employment or termination of financial, accounting, or internal audit officers.
- Annual and semi-annual financial reports.
- Other material requirements by the Company or government authorities.
All the above matters shall be subject to the approval of more than 50% of the entire member of the Audit Committee and shall be submitted to the Board of Directors for resolution.
The Audit committee regularly evaluates the independence of the certified accountants every year. In addition to requiring the certified accountants to provide an independence statement, it also refers to the Audit Quality Indicators (AQIs) to evaluate the independence, professionalism and suitability of the accountants since 2023. And report the evaluation results to the Board of Directors.
Based on the evaluation standards in Note 1 and the 13 AQI indicators, it was confirmed that the accountants meet the independence standards, and with reference to the AQI indicator information, it was confirmed that the accountants and the firm's training hours and audit hours are better than its peers, and also has better quality control capabilities than its peers. In the past three years, the firm has introduced audit tools to improve audit quality.
The results of the latest evaluation were discussed and approved by the Audit Committee on March 8, 2024, and were reported to the Board of Directors on March 8, 2024 to pass the assessment of the independence and competency of the accountants.
- Chairperson
- Morgan Chang
- President of Kuang Chien Computer Co. Ltd.
- Chairman of Kuang Chien Computer Co. Ltd.
- Member
- Pei-Ing Lee
- President and Director of Nanya Technology Corporation.
Chairman of Formosa Advanced Technologies Co., Ltd. - Chairman of Inotera Memories Inc.
- Member
- Ray Chen
- Chairman of Campal Electronics, Inc.
- President of Campal Electronics, Inc.
- Member
- Chao-Chin Tung
- Director of Homeplus Digital Co., Ltd.
Independent Director of TECO Electric & Machinery Co., Ltd. - Chairman of CTBC Bank Co., Ltd.
2024 Execution Status
- Chairperson
- Morgan Chang
- 4
- 0
- 100%
- Member
- Pei-Ing Lee
- 4
- 0
- 100%
- Member
- Ray Chen
- 4
- 0
- 100%
- Member
- Chao-Chin Tung
- 4
- 0
- 100%