公司:
中國信託商業銀行股務代理部
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Audit Committee

The Audit Committee was established to assist the Board of Directors in improving the performance of corporate governance. Its main functions include  the selection (and dismissal), independence, and performance of certified public accountants, the fair presentation of financial reports, the management of the existing or potential risks of the Company, and the supervision of the effective implementation of internal control systems of the Company.

The Audit Committee meets regularly on a quarterly basis and, within its terms of reference, may invite the managers of relevant departments, internal audit officers, certified public accountants, attorneys, or other personnel of the Company to attend the meeting as non-voting participants and provide pertinent and necessary information.

The Audit Committee is responsible to review the following major matters:

  • The adoption of or amendments to the internal control system pursuant to Article 14-1
    of the Securities and Exchange Act;
  • Assessment of the effectiveness of the internal control system;
  • The adoption or amendment, pursuant to Article 36-1 of the Securities and Exchange Act, of the procedures for handling financial or business activities of a material nature, such as acquisition or disposal of assets, derivatives trading, loaning of funds to others, and endorsements or guarantees for others;
  • Matters in which a director is an interested party;
  • Material asset or derivatives transactions;
  • Material lending funds, endorsements or guarantees;
  • Offering or issuance of any equity-type securities;
  • Hiring or dismissal of an attesting CPA, or the compensation given thereto;
  • Appointment or discharge of financial, accounting, or internal auditing officers;
  • Annual and semi-annual financial reports;
  • Proposal of business report, profit distribution or loss appropriation;
  • Other significant matters as stipulated by the Company, laws and regulations, or competent authorities.
 
 Audit Committee Meeting Status
  • The Company's Audit Committee consists of four members.
  • Tenure:From May 22th, 2024 to May 21th, 2027. According to the regulations, the tenure of directors may be extend to latest Shareholder's Meeting which elected the new session of the Board members.
  • Attendance: From May 22th, 2024 to May 21th, 2027, the committee were convened 1 meeting. The status of attendance by committee members was as follows:
Title Name Attendance in Person By Proxy Attendance Rate in Person (%)
Independent Director
(Chair)
Peng-Heng Chang 1 0 100%
Independent Director Laura Huang 1 0 100%
Independent Director Emma Chang 1 0 100%
Independent Director Han-fei Lin 1 0 100%
  • Matters described in Article 14-5 of the Securities and Exchange Act:
Board of Directors meeting
date and session
Motion Resolution of the Audit Committee The Company's response to Audit Committee members' opinion
March 12th, 2021
1st meeting of
the 1st session
  • Audit the effectiveness of internal control system and its implementation, as well as the internal control statement, for 2020.
  • Audit the business report, financial statements, earnings distribution proposal for 2020.
  • Review the capital budget expenditure.
Approved by all committee members as proposed Approved by all directors present as proposed
June 22nd, 2021
2nd meeting of
the 1st session
  • Review the leased factory buildings and related factory facilities.
  • Review the capital budget expenditure.
  • Review the leased a passenger car.
  • Review the "self-prepared financial report evaluation form".
Approved by all committee members as proposed Approved by all directors present as proposed
August 11th, 2021
3rd meeting of
the 1st session
  • Audit the effectiveness of internal control system and its implementation, as well as the internal control statement, for July 1, 2020 to June 30, 2021.
  • Review the capital budget expenditure.
  • Review the "Financial Report Preparation Competency Statement Evaluation Form".
Approved by all committee members as proposed Approved by all directors present as proposed
November 11th, 2021
4th meeting of
the 1st session
  • Review the revision of internal control system and the implementation Rules for Internal Auditing.
  • Review the audit plan for 2022.
  • Audit the effectiveness of internal control system and its implementation, as well as the internal control statement, for Octorber 1, 2020 to September 30, 2021.
  • Review the capital budget expenditure.
  • Review the "Financial Report Preparation Competency Statement Evaluation Form".
  • Review the original shareholders' abandonment of subscription for additional shares in order to propose public underwriting.
  • Review the fee for CPA providing attestation service.
Approved by all committee members as proposed Approved by all directors present as proposed
February 23rd, 2022
5th meeting of
the 1st session
  • Audit the business report, financial statements, earnings distribution proposal for 2021
  • Review the amendments to "Procedures for the Acquition or Disposal of Assets".
  • Review the capital budget expenditure.
  • Review the proposal that suggests not formulating operating procedures for supervision and monitoring of subsidiaries.
  • Review the items for supervision and monitoring of subsidiaries that will be added to the audit plan for 2022.
  • Audit the effectiveness of internal control system and its implementation, as well as the internal control statement, for 2021.
Approved by all committee members as proposed Approved by all directors present as proposed
April 12th, 2022
6th meeting of
the 1st session
  • Review of the cash capital increase through an issue of new shares to be sold in the public offering prior to initial listing.
Approved by all committee members as proposed Approved by all directors present as proposed
May 11th, 2022
7th meeting of
the 1st session
  • Review the financial statements for the first quarter of 2022.
Approved by all committee members as proposed Approved by all directors present as proposed
August 10th, 2022
8th meeting of
the 1st session
  • Review the financial statements for the second quarter of 2022.
Approved by all committee members as proposed Approved by all directors present as proposed
November 9th, 2022
9th meeting of
the 1st session
  • Review the fee for CPA providing attestation service.
  • Review the financial statements for the third quarter of 2022.
  • Review the audit plan for 2023.
  • Review the capital budget expenditure.
  • Review the lease for Zhongli plant and office premises.
Approved by all committee members as proposed Approved by all directors present as proposed
February 22nd, 2023
10th meeting of
the 1st session
  • Audit the business report, financial statements, earnings distribution proposal for 2022.
  • Audit the effectiveness of internal control system and its implementation, as well as the internal control statement, for 2022.
  • Review the revision of internal control system and the implementation Rules for Internal Auditing.
  • Review the capital budget expenditure.
Approved by all committee members as proposed Approved by all directors present as proposed
May 10th, 2023
11th meeting of
the 1st session
  • Review the financial statements for the first quarter of 2023.
Approved by all committee members as proposed Approved by all directors present as proposed
August 10th, 2023
12th meeting of
the 1st session
  • Review the financial statements for the second quarter of 2023.
Approved by all committee members as proposed Approved by all directors present as proposed
November 2nd, 2023
13th meeting of
the 1st session
  • Review the financial statements for the second quarter of 2023.
  • Review the fee for CPA providing attestation service.
  • Review the audit plan for 2024.
  • Review the capital budget expenditure.
Approved by all committee members as proposed Approved by all directors present as proposed
February 21st, 2024
14th meeting of
the 1st session
  • Audit the business report, financial statements, earnings distribution proposal for 2023.
  • Audit the effectiveness of internal control system and its implementation, as well as the internal control statement, for 2023.
  • Review the capital budget expenditure.
Approved by all committee members as proposed Approved by all directors present as proposed
May 9th, 2024
15th meeting of
the 1st session
  • Review the financial statements for the first quarter of 2024.
  • Review the capital budget expenditure.
Approved by all committee members as proposed Approved by all directors present as proposed
May 22nd, 2024
the 2nd session
  • Nominate the  committee convenor and Chair
Approved by all committee members as proposed Approved by all directors present as proposed

Descriptions of the Communications between the Independent Directors and the Internal Auditors or the Independent Auditors         

(Ⅰ) The head of internal audit shall regularly report to the Audit Committee on the review of deficiencies in the internal control system, make records, track and implement improvements, and submit reports to the Board of Directors. 

(Ⅱ) Regularly report to the Audit Committee   

  1.  Annual internal audit plan;   
  2.  Internal audit operations execution and improvement of deficiencies.

(Ⅲ) The Company’s independent auditors have presented the findings of their quarterly review or audits on the Company’s financial results. Under applicable laws and regulations, the independent auditors are also required to immediately communicate to the Audit Committee any material matters that they have discovered. During 2023, the Company’s independent auditors did not report any irregularity. The communication channel between the Audit Committee and the independent auditors functioned well.

The Communications between the Independent Directors and the Internal Auditors or the Independent Auditors in 2022 and 2024

Meeting Dates Communications between the Independent Directors and the Internal Auditors Communications between the Independent Directors and the Independent Auditors
February 23rd, 2022
5th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • Report on self-testing results for the year 2021 (Closed Door Session)
  • 2021 Statement of Internal Control System (Closed Door Session)
  • Revised the 2022 internal audit plan (Closed Door Session)
  • The audit results of 2021 annual financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
April 12th, 2022
6th Regular Meeting
N/A N/A
May 11th, 2022
7th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • The review results of 2022 first quarter financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
August 10th, 2022
8th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • The review results of 2022 second quarter financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
November 9th, 2022
9th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • 2023 internal audit plan (Closed Door Session)
  • The review results of 2022 third quarter financial statements(Closed Door Session)
  • Audit Quality Indicators(AQI) and  CPA evaluation questionnaire(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
February 22nd, 2023
10th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • Report on self-testing results for the year 2022 (Closed Door Session)
  • 2022 Statement of Internal Control System (Closed Door Session)
  • Revise policies and procedures related to Internal Control System
  • The review results of 2022 annual financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
May 10th, 2023
11th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • The review results of 2023 first quarter financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
August 10th, 2023
12th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • The review results of 2023 second quarter financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
November 2nd, 2023
13th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • 2024 internal audit plan (Closed Door Session)
  • The review results of 2023 third quarter financial statements(Closed Door Session)
  • Audit Quality Indicators(AQI) and CPA evaluation questionnaire(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
February 21st, 2024
14th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • Report on self-testing results for the year 2023 (Closed Door Session)
  • 2023 Statement of Internal Control System (Closed Door Session)
  • The review results of 2023 annual financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
May 9th, 2024
15th Regular Meeting
  • Internal Auditor's report (Closed Door Session)
  • The review results of 2024 first quarter financial statements(Closed Door Session)
  • Report of regulatory developments (Closed Door Session)
May 22nd, 2024
the 2nd session
N/A N/A
Result: all of the above matters were reviewed and/or approved by the Audit Committee whereupon independent directors raised no objection.
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Contact
  • IR Contact
    Tel. 886-3-666-8788
    E-mail. [email protected]
  • Common Stock Transfer Agent
    The Transfer Agency Department of
    Chinatrust Commercial Bank

    Tel. 886-2-66365566
    Address: 5F, 83, Sec. 1, Chung-Ching S. Rd.,
    Taipei, Taiwan 100, R.O.C.
    Webiste: https://ecorp.chinatrust.com.tw