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Corporate Governance

Taiflex has established a sound corporate governance system. In addition to complying with relevant laws and regulations, protecting the rights and interests of shareholders, strengthening the functionality of the Board, respecting the rights and interests of stakeholders and enhancing information transparency, the Company has set up an effective corporate governance structure. Details are as follows:

Corporate Governance Structure

Implementation of Corporate Governance

There are three committees within Taiflex's corporate governance structure: the Compensation Committee, the Audit Committee and the Sustainable Development Committee.

「Compensation Committee」

Since its establishment in December 2011, the Compensation Committee has operated in accordance with the Company's “Compensation Committee Charter". The Committee exercises due care of a good administrator and duly carries out the following responsibilities:

  • To review the Charter periodically and propose recommendations.
  • To formulate and regularly review the Directors’ and managers’ annual and long-term performance targets as well as the compensation policies, systems, standards and structures.
  • To regularly assess Directors’ and managers’ performance target achievements and determine the compensation plans and amount for individuals.

「Audit Committee」

Taiflex established the Audit Committee in May 2017 to replace Supervisors. The Audit Committee operates in accordance with the Company's "Audit Committee Charter". Its main responsibilities are to supervise the following matters:

  • Fair presentation of the Company's financial statements.
  • Appointment, discharge, independence and performance of the Company's CPAs.
  • Effective implementation of the Company's internal controls.
  • Regulatory compliance of the Company.
  • Controls over the Company's existing and potential risks.

「Sustainable Development Committee」

In October 2022, Taiflex established the Sustainable Development Committee which operates in accordance with the Company's "Sustainable Development Committee Charter". The Committee is accountable to the Board. It exercises due care of a prudent administrator and duly carries out the following responsibilities:

  • To formulate sustainable development policy.
  • To draw up annual plans and strategic directions for sustainable developments.
  • To monitor and review the execution and effectiveness of sustainable developments and report to the Board.
  • To manage matters assigned by the Board.

Operation and Implementation of Corporate Governance and Corporate Sustainable Developments

Corporate Governance

Taiflex has assigned dedicated personnel in charge of the corporate governance affairs, including the provision of information required for business execution of Directors, handling of matters relating to Board meetings and shareholders’ meetings as well as registrations of company and subsequent changes, and preparation of minutes for the Board meetings and shareholders’ meetings.

Corporate Sustainable Developments

To implement sustainable developments, Taiflex establishes the Sustainable Development Committee whose members are appointed through Board resolutions. Majority of the Committee members shall be Independent Directors and the Committee chairperson is elected from Committee members.

Functional divisions reporting to the Committee include sustainable product design, environmental sustainability, social charity, corporate governance and risk management, supply chain management and customer care. The convener would assign the heads of relevant units to lead the corresponding divisions and execute work plans. The position of executive secretary is created to assist the convener with monitoring the progress and achievements of each division.

Each year, the convener would assign designated personnel to report the work plans and achievements thereof to the Committee.

Operational Structure of the Sustainable Development Committee

Information Disclosure System

At present, the Company has assigned designated people to handle the collection and disclosure of corporate information. There is spokesperson system in place to ensure proper and timely disclosure of information which may affect the decision-making of shareholders and stakeholders. The same principle applies to the provision of financial reports in English as well as corporate governance and other relevant information.