Director Members' Competence and Diversity

    Our company has established a 'Corporate Governance Code,' and in Chapter Three, 'Enhancing the Functions of the Board of Directors,' it is stipulated that the composition of the board members should consider diversity. Board members are expected to possess a broad range of knowledge, skills, and qualities necessary for the effective execution of their duties. To achieve the ideal goals of corporate governance, the board as a whole should have capabilities in operational judgment, accounting and financial analysis, business management, crisis handling, leadership decision-making, industry knowledge, and an understanding of the international market.

    Diversification Policy and Implementation of Board Member Composition

  • The nomination and selection of board members follow a candidate nomination system, taking into account the opinions of independent directors. The academic and professional backgrounds of each director are evaluated, in compliance with the 'Director Election Regulations' and 'Corporate Governance Code.' This ensures that diversity, independence, and stakeholder perspectives are considered. Additionally, exclusive training programs are designed for board members to equip them with contemporary management capabilities.
  • The current board of directors of our company consists of 11 members, including 3 independent directors and 1 female director. Board members possess diverse experiences and expertise in areas such as textile industry management, law, and accounting, achieving the diversity goals outlined in the corporate governance code, as reflected in the table below. Each director understands and aligns with the company's business philosophy, is well-versed in the industry landscape, and brings rich experiences in international geopolitics, legal compliance, international business management, and manufacturing operations. This wealth of experience positions the board members to navigate the rapidly changing international competitive management environment and stay abreast of evolving regulations such as corporate governance.
  • The management objectives for the diversity of our company's board of directors are as follows: (1)Each board member should possess expertise in at least four or more of the following areas, including operational judgment, business management, financial accounting, business economics, crisis management, industry knowledge, experience in the textile industry, international market perspectives, leadership decision-making, etc.(2)Independent directors should constitute more than 20% of the board, and their tenure should not exceed three consecutive terms.
  • The members of the 12th Board of Directors of our company possess extensive experience in business management, leadership decision-making, and relevant industry knowledge. Their educational and professional backgrounds encompass law, finance, economics, sales, and more. The implementation of our diversity policy is outlined in the table below.
Director's name Gender Term and tenure of independent directors Professional knowledge and skills Diversified core projects
Under 6 years 6 to 9 years Professional background Professional qualifications Textile industry experience Operating judgment Management Financial Accounting Business Economics Crisis management Industry knowledge International market view Leadership decisions
Johnny Shih Male Business
Douglas Tong Hsu Male Business
WU,KAO-SHAN Male Business
HSIANG,WEN-KUEI Male Business
LI,YUAN-CHEN Female Textile
YEH,SHOU-CHUN Male Textile
LIN,HUA-SHENG Male Law Lawyer
WANG,CHIA-TSUNG Male Accounting Accountant
CHUANG,YING-CHIH Male Business
CHEN,HSIU-CHUNG Male Textile
CHEN,JEN-FA Male Textile

Succession Planning and Management Objectives for Board Members and Key Management Personnel

In the succession planning process, the successor not only needs to possess outstanding job capabilities but also align their business philosophy with the company's core values. The company's key operational philosophy is centered around winning through learning and succeeding through change, emphasizing continuous transformation and upgrading to be an industry leader. In the self-assessment performance evaluation criteria for directors, social indicators have been incorporated, reinforcing the importance of board members demonstrating integrity and ethical values through their directives, actions, and behaviors. This signifies support for the operation of internal control systems (e.g., the board taking specific measures to set the tone for ethical, social, environmental responsibility, including initiatives such as greenhouse gas emissions reporting, sustainable production processes, or community assistance after natural disasters). In the 2021 shareholder meeting, 8 directors and 3 independent directors were elected. Each director understands and aligns with the company's business philosophy, and they have a grasp of the industry landscape in which the company operates. Additionally, they bring extensive experience in navigating international geopolitical situations, legal compliance, international business management, and manufacturing operations. To address the dynamic international competitive management environment and the continuous updates in regulations (such as corporate governance), the company has also developed exclusive training programs for board members, ensuring that senior executives possess contemporary management capabilities.

For key management personnel, the company has a comprehensive series of internal programs for promotions and training. Aligned with the company's operations and globalization initiatives, individual development plans are promoted, with 'innovation' identified as an essential competency for all levels of leadership. Individual Development Plans (IDPs) are tailored to meet specific needs, creating personalized learning paths. Annual course planning is based on collected requirements, involving course planning and design, performance evaluations, understanding individual capabilities, and providing appropriate guidance and assistance to enhance performance.

For the succession pipeline of senior executives, the company conducts 'Executive Training Programs.' Through methods such as experience sharing and practical case studies, these programs enable high-potential, high-performing employees to rapidly grow and become strong leaders within their respective business units. This initiative aims to foster a culture of sustained growth, ensuring the longevity of the company's success and promoting sustainable operations.