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 Number | Organizer | Course Name | Training Period | Training Hours | Total Training Hours of the Current Year | |
---|---|---|---|---|---|---|
From | To | |||||
1 | Computer Audit Association | Insider trading and the interests and case studies of directors and supervisors. | 2023/12/04 | 2023/12/04 | 3.0 | 12 |
2 | Taiwan Corporate Governance Association | 2024 Global Economic Outlook and Industry Trends | 2023/12/05 | 2023/12/05 | ||
3 | Taiwan Corporate Governance Association | Risk Trends under Climate Change - Nature, Water, and Human Rights | 2023/12/11 | 2023/12/11 | ||
4 | Taiwan Corporate Governance Association | Compliance with Laws and Regulations - Concerted Actions and Related Party Transactions | 2023/12/11 | 2023/12/11 |
Corporate Governance Related Affairs and Responsibilities
Annual Corporate Governance Achievement ReportReport 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 NotificationTo ensure that Board members receive important company information promptly, they are immediately notified after the company releases material information. | |
Regular Updates on Regulatory AmendmentsRegarding 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 InsuranceOrganize 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 MeetingsIrregularly 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 MinutesDraft 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 EvaluationTo 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' MeetingsRegister 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 GovernancePromote 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
Item | Time | Description |
---|---|---|
Board of Directors Performance Evaluation | Completed on 2023/2/10 | The directors' attendance rate this year has reached the established 85% |
Director's Continuing Education | TC arranges instructors to provide training for directors every year based on operational direction, projects, or economic situations. | |
Corporate Governance Evaluation | 2022 | Evaluation Result: Top 5% |
Other Important Matters | Description |
---|---|
Important Resolutions of the Board of Directors | TCC will send out stock notification reminders (e.g., major proposals to the Board of Directors). |
Notification of Latest Regulations | In case of significant regulatory changes, notifications will be sent. |
Information Security | TCC has established an Information Security Management Committee and a Risk Management Committee, both of which convene regularly and report to the Board of Directors. |