The Company has established a Code of Corporate Governance to establish a sound corporate governance system and improve corporate governance performance. The ninth corporate governance evaluation conducted by the Stock Exchange for 2022, the company's performance in the listed companies ranked 6~20%. We will continue to improve the relevant rules and regulations, strengthen the functions of the board of directors, reinforce the disclosure of information, enhance functional committee operation, and ascertain the implementation of corporate governance.
Three functional committees were established by TCC board of directors:
A. Remuneration Committee
TCC has established the remuneration committee and it's charter, with three to five seats of the remuneration committee, in accordance with the provisions of the regulations, to improve and supervise the remuneration system of directors and managers of the Company and protect the rights and interests of investors or shareholders.
Remuneration Committee members
Position | Name |
---|---|
Members and convener | Ji-sheng Ye |
Members |
Han-shen Li Jiann-Fuh Chen Feng-chou Hsu |
TCC established Audit Committee and it's charter in accordance with regulations. It consists of all three independent directors of the Company and shall meet at least once per quarter. The purpose of its establishment includes to assist the Board of Directors in supervising the Company's financial statements to be present fairly, the appointment, independence and performance of CPA, the operating effectiveness of internal control system, the Company's compliance with relevant laws and regulations, or risk management on existing or potential risks of the Company, including the quality and integrity of accounting, auditing, financial reporting processes and financial controls.
The Audit Committee shall have the right to conduct any proper review and investigation in accordance with its charter and to contact directly with internal auditors, CPA and even all employees in performing its duties. It also has the rights to hire and supervise lawyers, accountants or other consultants for assisting the Audit Committee in performing it's duties.
The matters to be approved by the Audit Committee are mainly included:
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Members of the Audit Committee
Position | Name |
---|---|
Members |
Han-shen Li |
Ji-sheng Ye Jiann-Fuh Chen |
C. The Nominating Committee
In order to improve the functions of the Board of Directors and strengthen the management mechanism, the Company in reference to the "Corporate Governance Best Practice Principles for Listed Companies" announced by the competent authority, and Board of Directors established a nominating committee and it's charter.
According to the above-mentioned charter, this committee shall be composed of at least three directors nominated by the board of directors, among which the chairman and more than half of independent directors shall be nominated. The Committee shall faithfully perform the following duties and shall submit its proposals to the Board for discussion:
Nominating Committee members
Position | Name |
---|---|
Members and convener | Shun-I Huang |
Members |
Han-shen Li Ji-sheng Ye Jiann-Fuh Chen Jenn-Yeong Wang |