Corporate Governance

Board Information

Board of Directors

List of the 16th Board of Directors

Term of office:111 / 06 / 17 ~ 114 / 06 / 16

Name in Chinese

Name in English

Title

Education Experience

楊瑞陽

YANG JUI YANG

Chairman

Chairman of Harmony Electronics Co. Ltd

Department of Industrial Design, National Cheng Kung University

株式會社大真空代表人︰
長谷川宗平

DAISHINKU CORP. Representative:
SOHEI HASEGAWA

Director
(Dismissed on May 31, 2024)

Chairman of DAISHINKU CORP.

Department of Law, School of Law, Konan University

株式會社大真空代表人︰
飯塚實

DAISHINKU CORP. Representative:
IIZUKA MINORU

Director

Chairman of DAISHINKU CORP.

HIMEJI INSTITUTE OF TECHNOLOGY

株式會社大真空代表人︰
長谷川晉平

DAISHINKU CORP. Representative:
SHIMPEI HASEGAWA

Director
(Newly appointed on June 01, 2024)

Managing Director of DAISHINKU CORP.

School of Law, Himeji Dokkyo University

楊景晴

YANG CHIN CHING

Director

Deputy General Manager of Harmony Electronics Co. Ltd

SOAS of University of London

陳柱樫

CHEN CHU JIEN

Independent Directo

General Manager of O-TA Precision Industry Co., LTD

Department of Statistics, College of Commerce, Fu Jen Catholic University

葉茂松

YEH MAO SUNG

Independent Director

Senior Business Engineer of PHILIPS SEMICONDUCTOR INC.

Chief of LCD-TV Business Division, Wistron Corporation

Department of Electrical Engineering, National Taiwan University of Science and Technology

許金義

HSU CHIN I

Independent Directo

Senior specialist of NEW SUN METAL INDUSTRY CO.,LTD

National Kaohsiung Marine University

王培郁

WANG PEI YU

Independent Directo

Associated Professor, National Formosa University

Ph.D, National Chung Cheng University

 

Diversity and Independence of the Board of Directors:

According to Article 20 of the Corporate Governance Best Practice Principles, diversity shall be taken into consideration regarding the composition of the Board of Directors, and diversity policy shall be formulated based on the operation, operational model and developmental needs. At present, the Company has 8 board members with one female. The members have diverse backgrounds, covering fields such as business management, industries and finance, fulfilling the diversity requirement of the Board.
The implementation of diversity and independence of the current Board of Directors is illustrated, as follows:

Diversified Core   

 

 

 

 

 

 

   Director Name

Basic components Professional knowledge & industry experience

Professional

ability

Independence

 Nationality

 Gender

 Employee status

Age

 Independent directors

 Electronics components

 Information technology

 Marketing services

 Legal profession

 Financial business

 Precision metal & machinery

 Operation & risk management

 Finance & accounting analyses

Spouse and relatives within the second degree of kinship between directors

 41-50 years old

 51-60 years old

 61-70 years old

 71-80 years old

 below 9 years

 over 9 years

YANG JUI YANG

ROC

Male

 

 

 

Not applicable

 

     

With YANG CHIN CHING as father and daughter

DAISHINKU CORP. Representative:

IIZUKA MINORU

Japan

Male

                   

DAISHINKU CORP. Representative:

SHINPEI HASEGAWA

Japan

Male

                   
YANG CHIN CHING

ROC

female

         

With YANG CHIN CHING as father and daughter

CHEN CHU JIEN

(Independent) Director

ROC

Male

                   

YEH MAO SUNG

(Independent) Director

ROC

Male

                 

HSU CHIN I

(Independent) Director

ROC

Male

                       

Wang Pei Yu

(Independent) Director

ROC

Male

                       

The management goals of director diversity are as follows:

Management goals Accomplished situation
 At least one third of directors with experience in   manufacturing related industries Accomplished
 Directors who also serves as a company   manager  should not exceed one-third of director   seats. Accomplished

 

Elected Profile of Independent Directors

The independent director candidates for an election is according to Article 192-1 of the "ROC Company Law", and set out in Article XVIII of the Articles of Association;Directors of the Company in places, the number of independent directors shall not be less than 3 and not less than one-fifth in the directors, electing by the list of candidates in shareholders meeting according to the candidate nomination system. Relevant professional quality, shareholding, part-time limit, the nomination and election, and other binding matters, in accordance with the relevant provisions of the securities regulatory authorized regulations.

The Company elected the independent directors in 2022 regular shareholders' meeting on June 17, 2022. List of Independent Directors Elected as follows:

Title Name in English Votes Received
Independent Director CHEN CHU JIEN 66,374,563
Independent Director Wang Pei Yu 66,246,234
Independent Director HSU CHIN I 66,223,963
Independent Director YEH MAO SUNG 66,222,111

 

 

The results of the performance appraisal for board of directors in 2024 are as follows:

 

After collecting the self-assessment questionnaires from 8 directors, the scores were calculated according to the weighted statistics of each evaluation index. For the total score, 90-100 points are excellent, 80-89 points are good, and 79 points or less are improvement required.

(1) The overall performance for board of directors:
The evaluation score is 92.26 points according to the implementation of the evaluation standards.

Evaluation index Number of indexes Full score of each index Scores
 A. Participation in the operation of the Company 12 26 24.10
 B.Improving the decision quality of the board of directors 12 26 24.16
 C. Composition and structure of the board of directors 7 16 14.63
 D. Selection of directors and continuing education 7 16 14.17
 E.Internal control 7 16 15.20
Total 45 100 92.26
 

(2) Individual directors
The evaluation score is 93.60 points according to the implementation of the evaluation standards.

Evaluation index Number of indexes Full score of each index Scores
 A.Predominate of the Company’s goals and tasks 3 13 12.35
 B.Acknowledgement of Directors' duties 3 13 12.35
 C.Participation in the company's operations 8 35 32.38
 D.Internal relationship management and communication 3 13 12.03
 E.Professional of directors and continuing education 3 13 12.03
 F.Internal control 3 13 12.46
Total 23 100 93.60
 

(3) Audit Committees
The evaluation score is 94.59 points according to the implementation of the evaluation standards.

Evaluation index Number of indexes Full score of each index Scores
 A.Participation in the company's operations 4 17 15.73
B. Acknowledgement of duties of functional committees 5 21 19.74
C. Improving the decision quality of the functional committees 7 29 27.76
D. Composition and Selection of functional committees 3 12 11.20
E. Internal control 5 21 20.16
Total 24 100 94.59

(4) Remuneration Committees
The evaluation score is 93.32 points according to the implementation of the evaluation standards.

Evaluation index Number of indexes Full score of each index Scores
A. Participation in the company's operations 4 18 16.80
B. Acknowledgement of duties of functional committees 5 23 20.85
C. Improving the decision quality of the functional committees 7 32 30.17
D. Composition and Selection of functional committees 3 13.5 12.30
E. Internal control 3 13.5 13.20
Total 22 100 93.32

(5) Other Functional Committees
The evaluation score is 92.34 points according to the implementation of the evaluation standards.

Evaluation index Number of indexes Full score of each index Scores
A. Participation in the company's operations 4 20 18.67
B. Acknowledgement of duties of functional committees 4 20 17.33
C. Improving the decision quality of the functional committees 6 30 28.00
D. Composition and Selection of functional committees 4 20 18.67
E. Internal control 2 10 9.67
Total 20 100 92.34
 

(6) Follow-up suggestions and the action plans for improvements

The Company will report the results of the 2024 performance evaluation to the board of directors on March 7th 2025. Will discuss and make suggestions for improvement plan on the operation of the board of directors, functional committees and individual directors.

  1. Board of Directors: It is recommended that the composition and structure of the board of directors should be in reference to the amendments to laws and regulations and the Company's operational requirements to fully perform its duties and responsibilities.
  2. Functional Committees: It is recommended that the composition and structure of the functional committees should be in reference to the amendments to laws and regulations and the Company's operational requirements to fully perform its duties and responsibilities.
 
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