1. The company passed a resolution of the board of directors on March 17, 2020, and designated Chen Yijing, chief financial officer of the Finance Department, as the director of corporate governance. Accordingly, the company will construct a corporate governance structure and promote related work to safeguard the rights and interests of investors and give full play to the board of directors and related functional committees. functions and improve information transparency. Chief Financial Officer Chen Yijing has more than three years of experience in the management of finance, stock affairs and deliberation units of publicly listed companies.
2. The main responsibilities of the corporate governance manager are to handle matters related to the meetings of the board of directors and shareholders' meetings in accordance with the law, prepare minutes of the board of directors and shareholders' meetings and other matters, assist directors in taking up their posts and continuing their education, provide directors with the information needed to perform business, assist directors in complying with laws and regulations and Other matters stipulated in the company's articles of association or contract, etc.
3. Business execution in 2012
(1). Develop and plan appropriate company systems and organizational structures to promote the independence of the board of directors, the company's transparency and legal compliance, and the implementation of internal audits and internal controls.
(2). Report the company's corporate governance operations to the board of directors, directors and functional committees, and confirm whether the company's shareholders' meetings and board meetings comply with relevant laws and corporate governance codes.
(3). Execute various corporate governance matters and related businesses, cooperate in formulating or amending relevant measures in accordance with the latest laws, and submit them to the board of directors or shareholders' meeting for discussion and resolution.
(4). Assist in convening meetings of the audit committee and board of directors in accordance with legal procedures, provide meeting materials and minutes within the prescribed time limit, and notify attendees to report as necessary. If there is an interest in avoiding an issue, a reminder will be given before the meeting and the person will leave the meeting while the issue is being discussed.
(5). Register the date of shareholders’ meeting every year in accordance with legal deadlines, convene shareholders’ meetings and handle related matters in accordance with legal procedures, prepare and submit meeting notices, meeting manuals, annual reports and minutes, etc. before the deadline. When the articles of association are revised or directors are re-elected, Handle change registration matters.
(6). Strengthen the disclosure of various information to ensure the legality and accuracy of important information content to ensure the equality of investor transaction information.
(7). Assist directors in taking office, continuing their education, executing business, and providing information required by insiders to comply with various laws.
(8). Report to the board of directors on the latest revisions and developments of laws and regulations related to the company's business areas and corporate governance.
(9). Provide company information required by directors and maintain smooth communication between directors and heads of departments.
(10). The certified accountant provides the latest audit information and discusses with the independent directors at the quarterly audit meeting.
(11). Other matters stipulated in the company's articles of association or contract.
4. Corporate governance director Chen Yijing and chief financial officer have a total of 12 hours of training in 2012. The situation is as follows:
Further study date | Organizer | Course Title | Hours of further study |
---|---|---|---|
112.10.23 | Accounting Corporation of the Republic of China | Use "Intellectual Financial Management" to improve corporate governance and internal control and compliance | 6 |
112.11.07 | Research and development foundation | Common internal control management deficiencies in enterprises and analysis of practical cases | 6 |