The Audit Committee held 4 (A) meetings in 2024. The attendance of independent directors is summarized as follows:
|
Job Title |
Name (Note 1) |
Count of actual presence (in attendance) B |
Count of presence by proxy |
Actual presence (in attendance) rate (%) 【B/A】(Notes 1 and 2) |
Remark Elected on May 24, 2023 |
|
Independent Director |
Ke Yen-Huei |
4 |
0 |
100.0 % |
Re-elected |
|
Independent Director |
Lin Chin-Rong |
3 |
0 |
75.0 % |
Newly elected |
|
Independent Director |
Liao Shian-Yao |
4 |
0 |
100.0 % |
Newly elected |
|
For the professional qualification and experience of the Audit Committee members, please refer to Attachment 1. Information On Directors (Independent Directors) (II) on Page 7-8 for details. Other disclosures to be noted: I. For the Audit Committee meetings that meet any of the following descriptions, state the date, session, contents of motions, independent directors’ dissenting opinions, qualified opinions or important suggestions, Audit Committee meeting resolution, and how the Company has responded to the Audit Committee’s opinions: (I) Conditions described in Article 14-5 of the Securities and Exchange Act. (II) Other than those described above, any resolutions unapproved by the Audit Committee but passed by more than two-thirds of directors: 1. Highlights of annual work of the Audit Committee in 2024: (1) Adoption of or amendments to the internal control system and internal audit operations. (2) Amendments to the Company’s related regulations: Rules of Procedure for Board of Directors Meetings, Audit Committee Organizational Rules. (3) Review on annual financial reports, and semi-annual and quarterly financial reports (4) Amendments to the endorsement guarantee limit of Associated company (5) Independence and competence evaluation of CPAs (6) Annual cash and stock dividends distribution (7) Renewal of an addition to the facilities granted by banks (8) Annual internal audit plan (9) Legal compliance 2. Voting: A total of 4 Audit Committee meetings were held in 2024. Any conditions referred to in Article 14-5 of the Securities and Exchange Act met by the Company were approved by a majority of the Audit Committee members, and submitted to the Board of Directors for resolution. II. For independent directors’ avoidance of motions which involves conflict of interest, the names of directors, contents of the motions, reasons of the recusal for conflict of interest, and participation in voting must be disclosed: None III. Communication between independent directors and chief internal auditor/external auditors: The internal audit report for the previous month will be provided to each independent director for review by the end of each month. The chief internal auditor will attend the Audit Committee meeting regularly and also explain the internal audit report at the Board of Directors meeting. External auditors will also attend the meeting to explain the audit on financial statements or audit results. |
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