Appointment of Corporate Governance Officer

At the Board of Directors meeting on March 22, 2019, TCC resolved to establish a Corporate Governance Unit. During the Board meeting on August 11, 2020, the appointment of Nana Lai, Assistant Vice President of the Legal Office, as the Corporate Governance Officer, was approved. She brings over three years of experience in management positions within legal affairs, finance, stock affairs, and corporate governance-related departments of public companies.
Education, experience, and 2024 continuing education information are as follows

Nana Lai

Assistant Vice President

Education

Master's Degree, Graduate Institute of Law, Fu Jen Catholic University

Expertise

Passed the Taiwan Bar Examination

Experience

  • Assistant Vice President of TCC
  • Legal and Intellectual Property Manager, ZyXEL Communications Corp.
  • Attorney at Law Firm
Serial NumberOrganizerCourse NameTraining PeriodTraining HoursTotal Training Hours of the Current Year
FromTo
1Computer Audit AssociationInsider trading and the interests and case studies of directors and supervisors.2023/12/042023/12/043.012
2Taiwan Corporate Governance Association2024 Global Economic Outlook and Industry Trends2023/12/052023/12/05
3Taiwan Corporate Governance AssociationRisk Trends under Climate Change - Nature, Water, and Human Rights2023/12/112023/12/11
4Taiwan Corporate Governance AssociationCompliance with Laws and Regulations - Concerted Actions and Related Party Transactions2023/12/112023/12/11

Corporate Governance Related Affairs and Responsibilities

Annual Corporate Governance Achievement Report

Report to the Board of Directors at least once a year: Scheduled to report the annual corporate governance achievements to the Board of Directors by the end of February 2025.

Immediate Material Information Notification

To ensure that Board members receive important company information promptly, they are immediately notified after the company releases material information.

Regular Updates on Regulatory Amendments

Regarding the latest amendments and developments in regulations related to TCC's business areas and corporate governance, board members are regularly notified.

Director Education and Liability Insurance

Organize at least 6 credit hours of in-house training courses for board members. Evaluate the purchase of appropriate Directors and Officers Liability Insurance and report to the Board of Directors.

Internal Audit and Internal Control Communication Meetings

Irregularly convene communication meetings between accountants, independent directors, audit and financial managers to implement internal audit and internal control systems. The minutes of these communication meetings are submitted to the Board of Directors for reference.

Board Meeting Agenda and Minutes

Draft the board meeting agenda and notify directors seven days in advance, convene meetings and provide meeting materials, remind directors in advance if topics require conflict of interest recusals, and complete the board meeting minutes within twenty days after the meeting.

Board Performance Evaluation

To implement corporate governance, regularly conduct performance evaluations of the Board of Directors and individual directors according to TCC's Performance Evaluation Policy for the Board of Directors and Functional Committees. The evaluation is conducted by an external organization at least once every three years.

Execution of Legal Procedures for Shareholders' Meetings

Register shareholders' meeting dates in advance according to laws, prepare meeting notices, meeting handbooks, and meeting minutes within the statutory deadline, and handle registration of changes when amending articles of incorporation or re-electing directors.

Promoting and Supporting Corporate Governance

Promote corporate governance-related matters, assist in providing directors with information necessary for executing their duties, and ensure compliance with laws and regulations.

Corporate Governance Operations

ItemTimeDescription
Board of Directors Performance EvaluationCompleted on 2023/2/10The directors' attendance rate this year has reached the established 85%
Director's Continuing EducationTC arranges instructors to provide training for directors every year based on operational direction, projects, or economic situations.
Corporate Governance Evaluation2022Evaluation Result: Top 5%
Other Important MattersDescription
Important Resolutions of the Board of DirectorsTCC will send out stock notification reminders (e.g., major proposals to the Board of Directors).
Notification of Latest RegulationsIn case of significant regulatory changes, notifications will be sent.
Information SecurityTCC has established an Information Security Management Committee and a Risk Management Committee, both of which convene regularly and report to the Board of Directors.