Item |
State of Operations |
Implementation of Ethical Corporate Management and the Deviations from the "Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies," and Reasons |
Yes |
No |
Summary |
1、Formulate ethicalness management policies and projects
-
(1)
Whether the company has formulated a good-faith operation policy approved by the board of directors and clearly stated the policies and practices of good faith operation in the rules and external documents, and the commitment of the board of directors and senior management to actively implement the operation policy?
- (2)
Does the company establish an assessment mechanism for the risk of dishonest behavior, regularly analyze and evaluate the business activities with a high risk of dishonest behavior within its operation scope, and formulate a project to prevent dishonest behavior, which at least covers the preventive measures for the behaviors in paragraph II of Article VII of the code for the good-faith operation of listed and OTC companies?
- (3)
Does the company specify the operating procedures, behavior guidelines, punishment, and appeal system for violations in the project for preventing dishonest behavior, implement it, and regularly review and amend the pre-disclosure project?
|
Yes |
|
-
(1)
The Company's highest level of management sees ethical management as a guiding principle, and corporate management is carried out to maximize the greatest interest of shareholders and employees. The Company has established a set of "Procedures for Ethical Management and Guidelines for Conduct," which was approved by the Board of Directors and clearly states the ethical corporate management policy. The Human Resource Department is in charge of establishing and supervising the implementation of the ethical corporate management policy and preventive measures, and regularly reports to the Board of Directors.
- (2)
The Company's work rules regulate that all employees shall conform to the company's good faith business policies and relevant regulations in the process of engaging in business activities, and expressly refused to directly or indirectly provide, promise, require or accept any improper interests in any form or name.
-
(3)
This is carried out under the Company's "Procedures for Ethical Management and Guidelines for Conduct." The Procedures also clearly states that the Company and its Directors, Supervisors, managerial officers and employees are banned from bribery and accepting bribes as well as prohibited from provision of illegal political contributions. The Company's work rules specifies that all employees are not allowed to have unethical conduct. In addition to regular audits conducted by internal auditors, employees may express their opinions or complaints with the HR or management directly.
|
No major deviations. |
Yes |
|
No major deviations. |
Yes |
|
No major deviations. |
2、Implementing Ethical Management
-
(1)
Does the company evaluate the ethical record of the trading partner and specify the ethical behavior terms in the contract signed between the company and the trading partner?
- (2)
Has the company set up a dedicated (concurrent serving) unit under the Board of Directors to promote ethical corporate management and regularly (at least once every year) report to the Board of Directors the implementation status of the ethical corporate management policies and prevention programs against unethical conduct?
- (3)
Does the company formulate policies to prevent conflicts of interest, provide appropriate presentation channels, and implement them?
- (4)
Has the company established an effective accounting system and internal control system for the implementation of good-faith operation, and the internal inspection unit formulates the relevant inspection project under the evaluation results of the risk of dishonest behavior, to check the compliance of the project to prevent dishonest behavior, or entrust an accountant to carry out the inspection?
-
(5)
Does the company regularly hold internal and external education and training on ethical management?
|
Yes |
|
-
(1)
Before transacting with dealers, suppliers, customers, and other counterparties, the Company will take their legality and whether records of unethical conduct exist into consideration, and also includes ethical conduct as a contractual clause.
-
(2)
The Company has set up "Procedures for Ethical Management and Guidelines for Conduct" and designates the HR Department to be in charge of relevant procedures to ethical management including amendments, implementations, consultation, and educational training. Implementation results are regularly compiled and reported to the Board of Directors.
-
(3)
The Company has established Employee Work Rules and prevents employees from using their work-related rights and opportunities to request monetary bribery or other inappropriate interests and unethical conduct. While transacting with stakeholders, terms and conditions of the transaction may not be better than transactions with other similar counterparties. The Company also provides fluent channels of communication, and employees can provide feedback to each level of the management and the HR department through various channels.
-
(4)
The Company has established a rigorous accounting system and designated an accounting department. All financial statements are audited or reviewed by the CPA to ensure the fairness of financial statements. The amount of each transaction is submitted to a delegated level of authority for approval, complying with relevant laws and internal processing procedures.
-
(5)
To promote and advocate for ethical conduct, the Company conducts educational training for "Ethical Corporate Management Principles" during monthly meetings, announcements, and departmental meetings, and relevant regulations have been uploaded to the Company website, allowing employees to access them at any time.
|
No major deviations. |
Yes |
|
No major deviations. |
Yes |
|
No major deviations. |
Yes |
|
No major deviations. |
Yes |
|
No major deviations. |
3、Operations of the company's reporting system
- (1)
Does the company have a specific reporting and reward system, establish a convenient reporting channel, and assign appropriate special personnel to accept the reported object?
- (2)
Whether the company has established the standard operating procedures for the investigation of complaints, the follow-up measures to be taken after the investigation, and the relevant confidentiality mechanism?
- (3)
Does the company take measures to protect the informant from improper treatment due to reporting?
|
Yes |
|
-
(1)
The Company will give incentives to the whistleblower based on the materiality of the whistleblowing incident, and an independent whistleblowing mailbox and hotline have been set up within the Company. Employees may access designated departments to handle relevant tasks through multiple channels or to reflect or provide feedback to various levels of the management and HR department.
-
(2)
The Company will keep the whistleblowers' identity and contents of information confidential under the Company's "Procedures for Ethical Management and Guidelines for Conduct". A whistleblower shall at least furnish the following information:
-
1、
The name, ID card number and address, telephone number, and e-mail address of the informer.
-
2、
The name of the informant or other data is sufficient to identify the identity of the informant.
-
3、
Specific evidence for investigation.
-
(3)
The Company personnel handling whistle-blowing matters shall represent in writing they will keep the whistleblowers' identity and contents of information confidential. The Company also undertakes to protect the whistleblowers from improper treatment due to their whistle-blowing.
|
No major deviations. |
Yes |
|
No major deviations. |
Yes |
|
No major deviations. |
4、Strengthening information disclosure
-
(一)
Does the company disclose the content and promotion effectiveness of its code of ethicalness on its website and public information Observatory?
|
Yes |
|
-
(1)
To build a corporate culture of ethical corporate management and to promote sound development, the "Procedures for Ethical Management and Guidelines for Conduct" have been approved by the Board of Directors and implemented. In addition, the Company discloses its information on the MOPS on a timely, open, and transparent basis.
|
No major deviations. |
5、If the company has established corporate governance policies based on "Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies", please describe any discrepancy between the policies and their implementation: The Company has established "Procedures for Ethical Management and Guidelines for Conduct," and no material deviation is found between actual implementations and the Procedures. |
6、Other important information that facilitate the understanding of the implementation of ethical corporate management (such as review and amendment of the Company's Ethical Corporate Management Best Practice Principles):
- Compliance to public and legal departments: The Company shall comply with the Company Act, Securities and Exchange Act, Business Entity Accounting Act, Political Donations Act, Anti-Corruption Statute, Government Procurement Act, Act on Recusal of Public Servants Due to Conflicts of Interest, TWSE/TPEx listing rules, or other laws or regulations regarding commercial activities, as the underlying basic premise to facilitate ethical corporate management.。
- Fulfillment of ethical transaction responsibility to customers and suppliers: the Company has always been grateful to customers and respects suppliers. All business transactions are carried out in a fair and transparent manner, providing customers or suppliers with fair and reasonable benefits and results, thus creating synergistic growth.
- Fulfillment of ethical management responsibility to shareholders: the Company treats shareholders with care and loyalty, and fully discloses accurate information on a timely basis and creates the greatest value for all shareholders through robust and sound management practices.
- Prevention of unethical conduct from Directors, Supervisors, managerial officers or employees: The Company has established "Management Procedures to Prevent Insider Trading," "Rules of Procedure for Board of Directors Meetings," "Procedures for Ethical Management and Guidelines for Conduct," and "Codes of Ethical Conduct" on top of internal control system. In addition, the Company also regularly conducts educational training and character and ethical evaluation for employees so that Directors, Supervisors, managers, or staff may faithfully carry out their obligations and to prevent any direct or indirect of provision, commitment, request or acceptance of any form of inappropriate interests including rebates, commissions, facilitation fees, or provision or acceptance of undue benefits through other means from/to customers, dealers, contractors, suppliers, public officials or other stakeholders.
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