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
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
Lin, Yu-Ya
Partner Accountant of Pey-Sheng CPAs Firm, with accounting and financial analysis and crisis management skills
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
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
4.50
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.
4.88