Resume & authority of the Board and the Committee members
Home Corporate Governance Resume & authority of the Board and the Committee members
The Board of Directors & members of the Functional Committee

The Board of the Company is composed of 11 Directors with experienced operating companies or academic related experience, including 4 Independent Directors (taking up 36% of all Board members). An Audit Committee and Remuneration Committee involving all Independent Directors have been established for collaborating with the Board for decision-making.

These members come from a Broad variety of backgrounds and experience, and are capable of fulfilling their duties. They have been given the duty to exercise proper governance of the Board of Directors, to supervise/appoint/instruct the management, and to oversee the Company's financial, social, and environmental performance in ways that maximize stakeholders' interests. 

The Audit Committee of the Company is composed of all Independent Directors. According to the Audit Committee Charter, the main responsibilities are to supervise: 1. Fair representation of the Company's financial statements. 2. Selection (dismissal), independence and performance of CPAs. 3. Effective implementation of the Company's internal control. 4. The Company complies with relevant laws and regulations. 5. The management and control of existing or potential risks of the Company. In addition to the functions and powers specified in Article 14-4, Paragraph 4 of the Securities and Exchange Act, the functions and powers that should be exercised by supervisors in accordance with the Securities and Exchange Act, the Company Act and other laws shall be exercised by this Committee. In accordance with Article 14-4, Paragraph 4 of the Securities and Exchange Act, the provisions of the Company Act concerning acts of supervisors or acting as company representatives shall apply mutatis mutandis to the Independent Directors of this Committee.

The Remuneration Committee of the Company is currently composed of all Independent Directors. According to the Remuneration Committee Charter, it evaluates the compensation and compensation policies and systems of Directors and managers of the Company in a professional and objective position, and makes recommendations to the Board of Directors for its decision-making the reference.

 
Members of the Board of Directors (Effective from 2021/8/25 to 2024/8/24):
Member Name Main (education) experience Remark
Chairman of the board Lu, Tian-Lin Master of Engineering, National Taiwan Ocean University
The 6th National Non-Divisional Legislator of the Legislative Yuan
Chairman of the Labor Committee of the Executive Yuan
Legal representative of Taiwan Aerospace Corp. (TAC)
Member of the Board Chen, Chin-Ming Ph.D., Institute of Engineering Science and Technology, National Kaohsiung First University of Science and Technology
Master of Mechanical Engineering, National Taiwan University
Acting CEO, Metal Industries Research and Development Center
Secretary General of CTCA
Director of Taiwan Implant Technology Co., Ltd.
Director of Precision Machinery Research & Development Center
Director of Taiwan Fukang Co., Ltd.
Secretary General of Chinese Institute of Automation Engineers
Legal representative of Taiwan Aerospace Corp. (TAC)
Member of the Board Li, Wen-Hsin Department of Mechanical, National Chung Hsing University
Engineer of Quality Control Division of Air Asia Co., Ltd.
Engineer of Fixed Wings Aircraft Maintenance Factory of Air Asia Co., Ltd.
President of Union of Air Asia Co., Ltd.
Legal representative of Taiwan Aerospace Corp. (TAC)
Member of the Board Shih, Kuan-Yu Master of Economics, National Taiwan University
Bachelor of Economics, National Chengchi University
Researcher of the Department of Health of the Executive Yuan
Assistant Researcher, Taiwan Institute of Economic Research
Supervisor of the Association of Taiwan Public Issues Research
Legal representative of Taiwan Aerospace Corp. (TAC)
Member of the Board Li, Yueh-Tsung National Chung Cheng University Labor Research Institute
Department of Social Work, Tunghai University
Director of Tainan Vocational Training Center, Vocational Training Bureau, Labor Committee of the Executive Yuan
Executive Director of Kaohsiung-Pingtung-Penghu-Taitung Regional Employment Service Center, Vocational Training Council, Labor Committee of the Executive Yuan
Executive Director of the Employment Service Center of Yunlin-Chiayi-Tainan Regional Employment Service Center, Vocational Training Council, Labor Committee of the Executive Yuan
Director of Yunlin-Chiayi-Tainan Regional Branch, Workforce Development Agency, Ministry of Labor, Executive Yuan
Legal representative of Taiwan Aerospace Corp. (TAC)
Member of the Board Yu, Cheng-Wei Ph.D., Department of Architecture and Urban Design, Chinese Culture University
Master, Department of Urban Planning, National Cheng Kung University
Deputy Director General of Industrial Development Bureau, Ministry of Economic Affairs
Secretary General of Industrial Development Bureau, Ministry of Economic Affairs
Acting Director of Sustainable Development Division, Industrial Development Bureau, Ministry of Economic Affairs
Director General of Bureau of Energy, Ministry of Economic Affairs
Legal representative of Taiwan Sugar Corp. (TSC)
Member of the Board Li, Yu-Ying Master, Department of Information Management, National Yunlin University of Science and Technology
Deputy Director of Department of Human Resource, Taiwan Sugar Corporation
Human Development Manager, Department of Human Resource, Taiwan Sugar Corporation
Human Resources Manager, Biotechnology Business Division, , Taiwan Sugar Corporation
Legal representative of Taiwan Sugar Corp. (TSC)
Independent Director Ko, Jen-Wei Master of Business Administration, University of Southern California, USA
Bachelor of Accountancy, National Taiwan University
Financial Manager, Dell Corporation
CPA, Weyong International CPAs & Co.
Director of Chief Consultant Co., Ltd.
Chairman of Chida Co., Ltd.
Independent Director of Wiltrom Co., Ltd.
 
Independent Director Kao, Jung-Chih Master degree in Law, National Taipei University
Bachelor of Laws, National Taiwan University
Attorney of Liu, Chang & Partners
Attorney of Sunny Formosa Attorneys-At-Law
Chief officer and executive of Judicial Reform Foundation
Dedicated attorney of Legal Aid Foundation, Banqiao Branch
Independent Director of Chung Fu Tex-International Co., Ltd.
 
Independent Director Lin, Chang-Ching Ph.D. in Economics, University of Michigan, Ann Arbor, USA
Professor, Department of Economics, National Cheng Kung University
Independent Director of Mega Financial Holding Co., Ltd.
 
Independent Director Yang, Ya-Po Ph.D. in Economics, National Taiwan University
Professor and Director of the Department of International Business, Southern Taiwan University of Science and Technology
Professor, Institute of Business and Management, National University of Kaohsiung
Director of ScinoPharm Taiwan., Ltd.
 
Board members' backgrounds, education, concurrent roles at other companies etc and functioning of the Board of Directors as well as various functional committees have already been disclosed in the Company's annual report. Details regarding Directors' ongoing education have been published onto the Market Observation Post System and the investors section of our website, where annual reports are also available.
 
 
Members of the Functional Committee
Members Name Audit Committee Remuneration Committee
Independent Director Ko, Jen-Wei V V
Independent Director Kao, Jung-Chih V V
Independent Director Lin, Chang-Ching V V
Independent Director Yang, Ya-Po V V

 

 
The implementation status of diversification of the Board members

Diversity of the Board of Directors: According to the operation points of corporate governance and the Procedure of Director Election at the Company, the Election of Directors at the Company must consider the overall arrangement of the Board of Directors. The members of the Board of Directors must be equipped with knowledge, skills and literacy required by the duty execution. The overall abilities must include abilities of operation judgment, accounting and finance analysis, operation management, crisis handling, industry knowledge, prospective of international market, leadership and decision-making.

The nomination and election of the members of the Board of Directors at the Company abide by company regulations, adopting the system of candidate nomination. Apart from the evaluation of candidate education, experience and qualification, consult stakeholders and comply with “The Method of Director and Supervisor Election” and “The Principles of Corporate Governance” to ensure the diversity and independence of the members of the Board of Directors. The Company has drawn up the guidelines for the diversity of the members of the Board of Directors as per the need of company operation, the type and development of operation, etc.
1.The Company aims to have at least 1 female Director. The original 1 female Director has no female Director due to the re-designation of the representative of the corporate shareholder. In the future, the Company will give priority to appointing female Directors to become members of the Board of Directors to achieve the goal of gender diversity among Directors.
2.None of the consecutive term of Independent Directors exceeds 9 years, to ensure the independence and transparency of the operation of the Board of Directors: at present none of the consecutive term of Independent Directors exceeds 6 years, and the age is between 41 and 60.
3.The Company has reelected its Directors in 2021 while increasing the number of Independent Directors to 4. In order to provide more advices for business management and enhance diversity and independence through the knowledge, personal insight and business judgment of Independent Directors from different fields and backgrounds.

The implementation of the Company's policy on diversity of Board members is as follows:

Title Name Gender Age Industry knowledge Financial & Accounting Practice of Law Operation

Management & Operation Judgment

Leadership Decision

Crisis Management & International Market Outlook

Chairman of the Board Lu, Tian-Lin M 61-70 V   V(Labor) V V V
Member of the Board Chen, Chin-Ming M 61-70 V     V V V
Member of the Board Li, Yueh-Tsung M 61-70     V(Labor) V V  
Member of the Board Shih, Kuan-Yu M 41-50 V V   V V V
Member of the Board Li, Wen-Hsin M 51-60 V     V    
Member of the Board Yu, Cheng-Wei M 51-60     V V
Member of the Board Li, Yu-Ying M 51-60     V(Labor)  V V  
Independent Director Ko, Jen-Wei M 41-50   V   V V  V
Independent Director Kao, Jung-Chih M 41-50     V V V  V
Independent Director Lin, Chang-Ching M 51-60   V   V V  V
Independent Director Yang, Ya-Po M 51-60   V   V V  V