Board of Directors
董事會、股東會重要決議
| YEAR | File Download |
|---|---|
| 2025 |  |
| 2024 | |
| 2023 | |
| 2022 | |
| 2021 | |
| 2020 | |
董事會績效評估
| YEAR | File Download |
|---|---|
| 2025 | |
| 2024 | |
| 2023 | |
| 2022 | |
| 2021 | |
董事會成員及重要管理階層之接班規劃
Succession planning for board members and key management
Succession planning and operation of board members:
The Company selects and appoints directors using a candidate nomination system in accordance with its Articles of Incorporation and implements a policy of board diversity as outlined in the Corporate Governance Best Practice Principles. The Board currently consists of nine directors (including three independent directors) who possess diverse and complementary industry experience, as well as professional expertise in finance, accounting, international marketing, tax accounting, information technology, and corporate governance. Two of these directors also serve in senior management positions within the Company; the Board’s composition and the professional backgrounds of its members are expected to remain consistent with the current structure.
Regarding succession planning for the Board of Directors, the Company cultivates senior executives for future board roles, familiarizing them with board operations and the business activities of various Group units while deepening their industry experience through job rotation. In addition to prioritizing diversity—such as ensuring that directors who also serve as company managers do not exceed one-third of the total board seats—the Company emphasizes gender equality; the number of female directors has increased to four, raising their representation from 27.27% to 44.44%.
The company has also clearly defined the “Board of Directors Performance Evaluation Methods”, which measure items through performance evaluation, including control of company goals and tasks, awareness of responsibilities, participation in operations, internal relationship management and communication, professional functions and further training, internal control and specific Expressions of opinions, etc., to confirm the effective operation of the board of directors and to evaluate the performance of directors as a reference for future selection of directors.
Ms. Chiang,Chia-Chun, the current Chairperson, joined the management team in 1993, holding key positions such as Finance Department Specialist, Finance Department Supervisor, Spokesperson, and Corporate Governance Officer; she joined the Board of Directors in 2023 and assumed the role of Chairperson in 2026.
Succession planning for important management levels:
The important management level of the company is responsible for the relevant operation and management business within the organization, and each management level has a professional agent. In order to cultivate important management and their job agents, the training mechanism is designed to include courses related to professional abilities and corporate governance, as well as arrangements for participation in important internal business management meetings.
The company conducts employee performance appraisals every year. Through performance appraisals, we understand personal development needs and company expectations as a reference for future succession planning.
The current President, Mr. Chiang,Ming-Te, joined the affiliated company in 2003 and has rich experience and complete industry qualifications. He has served as the company’s deputy general manager, President, chairman and deputy CEO of overseas subsidiaries. In 2022, he took over as the general manager of Dahua’s parent company
獨立董事與內稽及會計師溝通
| Year | File Download |
|---|---|
| 2025 | |
| 2024 | |
| 2023 | |
| 2022 | |
董事會成員多元化
Board Member Information
Click ” Board Member Information ” for detailed information.
Diversity of the Board of Directors :
The Company’s “Code of Practice on Corporate Governance”, “Director Election Procedures” and regulations stipulate the composition, qualification and selection of board members.
All director candidates adopt the “candidate nomination system” for nomination and qualification review, and after the resolution of the board of directors is passed, they are submitted to the shareholders’ meeting for election.
To achieve the ideal goal of corporate governance, the board of directors shall possess the following abilities:
(1) Ability to make operational judgments.
(2) Ability to perform accounting and financial analysis.
(3) Ability to conduct management administration.
(4) Ability to conduct crisis management.
(5) Knowledge of the industry.
(6) An international market perspective.
(7) Ability to lead.
(8) Ability to make policy decisions.
Objective and implementation of board diversify policy
| Objective | Implementation |
|---|---|
| More than three independent directors. | Fully implemented |
| At least one independent director with expertise in accounting, finance or business administration. | Fully implemented |
| Independent directors cannot serve more than three consecutive terms. | Fully implemented |
| The company's board of directors contains at least one director of different genders. | Fully implemented |
| Seats occupied by directors of any single gender must not fall below one-third of the total seats. | Fully implemented |
The composition of Board of Directors must be determined by taking diversity into consideration; the directors who serve as the Company’s managerial officers concurrently must account for no more than one-thirds of the whole directors, and it is necessary to formulate an appropriate policy on diversity based on the Company’s business operation, business type, and development needs; it is advisable that the policy must include, without being limited to, the following two general standards:
A.Basic requirements and values: Gender, age, nationality, and culture, etc.
The company attaches great importance to gender equality in the composition of the board of directors. The target ratio of female directors is more than 40%. There are 4 female directors, accounting for 44.44% and an average age of 52.25 years old. There are 5 male directors, accounting for 55.56% and an average age of 59.2 years old. The average age of all directors is 56.11 years old. There are 3 independent directors, 3 for a term of less than 3 years, with an average age of 64 years old.
B. Professional knowledge and skills: Professional background
(1) The Board comprises members with professional backgrounds, expertise, and experience in ESG and relevant industries, drawn from institutions such as the Department of Finance at California State University, the Department of Economics at California State University, Long Beach, Eastern Michigan University, the Johns Hopkins School of Advanced International Studies (SAIS), and Washington State University.
(2) Independent directors: The team is composed of members holding qualifications such as a Master’s degree in Finance from National Taipei University (formerly National Chung Hsing University), a Master’s degree in Finance from George Washington University (USA), an MBA with a concentration in Accounting from the Zicklin School of Business at Baruch College (CUNY, USA), and a Master’s degree in Chemical Engineering from Stevens Institute of Technology (USA), as well as professional accounting credentials; the team also includes an Associate Professor of Finance from Shih Hsin University and experts in corporate governance.
(3) The implementation of the diversity policy for Board members Please refer to NOTE 1
Independence of the Board of Directors:
The directors are not related as spouses or relatives within the second degree of kinship. There are three independent directors, which complies with the provisions of Article 14-2 of the Securities and Exchange Act, which stipulates that the number of independent directors shall not be less than two and shall not be less than one-fifth of the total number of directors.
