Promotion and implementation of corporate governance
The dedicated personnel of the Corporate Social Responsibility Office comprises the top decision-making unit responsible for implementation and promotion of corporate governance at Primax. On May 14, 2019, the BOD voted to appoint Associate Vice President Lin, Chun-Hsien (previously the special assistant to the Chairman) as the head of corporate governance reporting directly to the Chairman. The head of corporate governance is responsible for safeguarding shareholder interests and strengthening the effectiveness of the BOD. A change in assignments then resulted in Associate Vice President Su, Yu-Cheng being appointed head of corporate governance by the BOD on August 6, 2020. Mr. Su has more than three years of experience as the chief financial officer of a listed company so has all the necessary qualifications under the law.
The authority and responsibilities of the head of corporate governance include:
(1) Regular (at least annually) reports to the BOD on corporate governance progress and improvement plans
(2) The Organize of BOD and shareholders' meetings in accordance with the law
(3) Preparation of the minutes from BOD and shareholders' meetings
(4) Assisting the directors and supervisors with compliance
(5) Assisting with the appointment and continued development of directors and supervisors
(6) Providing directors and supervisors with the information they need to perform their duties
(7) Other matters as specified in the Company Charters or contracts, such as the TWSE governance evaluation, prevailing trends in corporate governance practices, and amendments to domestic laws and regulations on corporate governance
Corporate governance activities in 2020
1. The schedules for annual BOD meetings and functional committees were planned and organized to ensure compliance with the relevant laws and regulations.Continuing education for the head of corporate governance in 2020
Date of Class | Conducting Entity | Name of the Class | Hours |
2020/9/16 | Securities and Future Institute | Audit Committee Regulations and Actual Operations | 3 |
2020/9/30 | Securities and Future Institute | Preventing Insider Trading and Insider Share Transactions | 3 |
2020/10/8 | Corporate Operation Association | Corporate Governance 3.0: Strengthening of Corporate Governance Functions | 3 |
2020/10/16 | Taiwan Corporate Governance Association | Trends in Group Tax Management in the Post-COVID Era | 3 |
2020/10/25 | Securities and Future Institute | Introduction to Strengthening Corporate Sustainability through Hedging with Futures Derivative Products for TWSE/GTSM-listed Companies | 3 |
Policy for communication between independent directors, the head of internal audit, and CPAs
1. Regular meetings are conducted between independent directors and CPAs. Any findings or internal deficiencies discovered by audits of annual financial reports or the review of quarterly consolidated financial statements are referred to the independent directors. Extraordinary meetings may also be convened at any time should serious anomalies arise.
2. Regular meetings are conducted between the internal auditor and the independent directors to report on internal audit progress and internal controls. Any questions from the independent directors are answered on the spot. Such meetings are held at least once per quarter. Each independent director is kept up to date on the progress of internal audits. In the event of any anomaly, the internal auditor can be contacted by phone, or an extraordinary meeting may be convened.
Abstract of Past Communications between Independent Directors and CPAs
Abstract of previous communications among the independent directors and the head of internal audit
Major Shareholders
Date: March 25, 2023
Name of Shareholder | Number of Shares | Percentage of Total Issued Shares |
JPMorgan Chase Bank, N.A., Taipei Branch in Custody for Stichting Depositary APG Emerging Markets Equity Pool | 12,231,000 | 2.66% |
LGT Bank (Singapore) Ltd. | 9,936,000 | 2.16% |
FUBON LIFE INSURANCE CO., LIMITED. -TWOTC-FFI | 9,764,000 | 2.13% |
Pan, Yung-Chung | 7,575,046 | 1.65% |
Yeh, Yu-Fen's trust property account under custody of Cathay United Bank | 7,380,227 | 1.61% |
SAUDI CENTRAL BANK - BlackRock Financial Management Inc. as external fund manager | 6,373,000 | 1.39% |
Norges Bank | 5,825,000 | 1.27% |
HSBC GLOBAL INVESTMENT FUNDS - ASIA EX JAPAN EQUITY SMALLER COMPANIES | 5,277,000 | 1.15% |
FARGLORY LIFE INSURANCE CO., LTD. | 5,237,000 | 1.14% |
JPMorgan Chase Bank, N.A., Taipei Branch in Custody for Franklin Templeton Investment Funds - Templeton Asian Smaller Companies Fund | 4,974,000 | 1.08% |