Corporate Governance & Board of Directors
Compal's Management Team
Compal attaches great importance to the transparency of its operations and corporate governance. The functions of every unit are clearly defined through the organization chart. Pursuant to the Company Act, Securities and Exchange Act and other pertinent regulations, the Company has constructed an effective framework for corporate governance. Not only that, the Company has made a conscious effort to strengthen and monitor the functions of the Board of Directors, safeguard shareholders’ rights, respect and uphold stakeholders’ rights, improve information transparency while adhering to Ethical Corporate Management Best Practice Principles by establishing relevant systems and procedures to champion the spirit of corporate governance. This not only enables us to improve the Company’s operating performance but also accomplish the goal of sustainable operation.
Integrity management implementation status, the directors' integrity declaration has reached 100%, and all employees have a correct concept. The Company has therefore formulated and announced relevant policies and regulations on its official website that strictly prohibit bribery, corruption and collusion. The regulations are also listed as e-learning compulsory courses for all colleagues on the internal website to which all employees must adhere on a daily basis so that stakeholders better understand the Company's ethical standards and ensure sustainable operation and development. In addition to complying with the RBA Code of Conduct, we have also actively cooperated with customers' requirements on CSR and have made a commitment to anti-corruption ethical standards. In 2022, no penalties were issued by the competent authority due to a violation of laws or regulations on honest operations and corruption.
directors). Its responsibilities include exercising its powers in accordance with relevant laws and regulations, and provision of the Company's Articles of
Association and resolutions of the shareholders' meeting to formulate specific operation policies of the company. It is also responsible for supervising the implementation of the management team, ensuring the rights and interests of Company stakeholders, and acting in the best interests of shareholders. When the Board of Directors meets, the Audit Director should not only report on the implementation of the audit business, but also notify the person in charge of the case to submit a report and prepare the inquiry according to the proposal. In 2022, seven meetings were held with an average attendance rate of 93.33%.
The Remuneration Committee consists of three independent directors, Wen-Chung Shen (convener), Min Chih Hsuan, and Duei Tsai. All are male and over 65 years of age.. Its responsibilities are to assist the Board of Directors in evaluating and approving the remuneration level of directors and managers to combine the remuneration with the operational performance of individuals and the Company, and ensure rationality of remuneration distribution so outstanding talent remains at the Company. A total of four meetings were held in 2022 with an average attendance rate of 100%.
The Audit Committee of Compal is composed of three independent directors, Min Chih Hsuan, the convener; and Duei Tsai and Wen Chung Shen, the commissioners. Its responsibilities are to improve the supervisory and management functions, assist the Board of Directors in reviewing financial statements, the internal control system, audit business, accounting policies and procedures, major asset transactions, the selection (dismissal), independence and competency of accountants, the appointment and dismissal of accounting and internal audit directors, and other related matters to ensure the Company's operations comply with the provisions of the competent authority and relevant laws and regulations. After the tracking reports are audited, the Internal Audit Director shall deliver them to each independent director for inspection before the end of the month following completion of the audit round. If an independent director needs to further understand the audit and tracking results, they may contact the audit director at any time. The internal auditor reports to the Audit Committee on a quarterly basis and discusses in person during a meeting. The Audit Committee of Compal maintains good communication with the Internal Audit Director. Independent directors and certified public accountants shall communicate with each other about the audit results of financial statements and other matters required by laws and regulations at least once a year, and discuss the appointment, independence and competency of accountants. In 2022, five meetings were held with an average attendance rate of Audit Committee members of 100%.
Updated on July 14, 2023