Audit Committee
To strengthen the Board's supervision and management mechanisms, the Company established the Audit Committee in June 2024. The Committee is composed of all Independent Directors, with no fewer than three members, one of whom serves as convener, and at least one of whom shall have accounting or financial expertise. Independent Directors on the Committee serve a term of three years and may be re-elected. The convener represents the Committee externally.
The powers of the Committee are as follows:
- 1. Adopting or amending the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
- 2. Assessing the effectiveness of the internal control system.
- 3. Adopting or amending, pursuant to Article 36-1 of the Securities and Exchange Act, the procedures for handling material financial or business transactions, such as the acquisition or disposal of assets, derivatives trading, loaning of funds to others, and endorsements or guarantees for others.
- 4. Matters involving the personal interests of directors.
- 5. Material asset or derivatives transactions.
- 6. Material loans of funds, endorsements or provision of guarantees.
- 7. The offering, issuance or private placement of equity-type securities.
- 8. The appointment, dismissal or compensation of the attesting CPA.
- 9. The appointment or dismissal of the financial, accounting or internal audit officer.
- 10. Annual and semi-annual financial reports.
- 11. Other material matters as required by the Company or the competent authority.
Resolutions on the above matters require the approval of more than one-half of all Committee members and shall be submitted to the Board of Directors for resolution. Except for item 10, any matter not approved by more than one-half of all Committee members may be adopted with the approval of more than two-thirds of all directors.