Audit Committee
Corporate Governance
The 3nd Members of Audit Committee
◆Date of Incorporation：June 11, 2020
◆Term： June 12, 2026 to June 11, 2029
◆Attendance of Members at Audit Committee Meetings：
The functions of the Committee are to strengthen the internal control mechanism. Matters that have a significant
impact on the company’s financial business should be approved by the audit committee, and submit
recommendations to the board of directors for its reference in decision making. and make recommendations
to the board of directors for its decision-making reference.
The committee is composed of all independent directors, the number of which shall not be less than three one of whom shall be the convener, and at least one shall have accounting or financial expertise.
The committee meets at least once every quarter.
In convening a meeting of the Committee, a notice setting forth the subjects to be discussed at the
meeting shall be given to each member at least 7 days in advance. In emergency circumstances, however,
the meeting may be convened on shorter notice. The attendance record of the Remuneration Committee
members disclosure on annual report.
◆The Audit Committee held 6 meetings in 2025, and the annual focus include：
1. Review of financial statements and accounting system.
2. Review of the internal control system and relevant policies and procedures.
3. Review of significant capital lending and endorsement/guarantee transactions.
Name | Job Title | Gender | Main working (education) experience |
| Hwang, Jen-Te | Member | Male | •Member of Taskforce for Reforming Corporate Governance Working Conference. •Professor and Head of Department of Economics, National Chengchi University. •Director of Joint Credit Information Center. •Director of Land Bank of Taiwan. •Director of Taiwan Accreditation Foundation. •Professor of Department of Finance, Kainan University. •Professor of Department of Finance, Kainan University. •Member of Compensation Committee of KNH Enterprise Co., Ltd. •Doctor in Economics, State University of New York. |
| Ting, Pi-Hui | Member | Female | •Professor of Department of Business Administration, Chang Jung Christian University. •President, Academic Affairs of Chang Jung Christian University •Executive Director of the Academic Affairs Research Center, Chang Jung Christian University •Director of SMIMS Technology Corp. •Ph.D. of Department of Business Administration, National Sun Yat-Sen University. •MBA of National Chiao Tung University. •Professor of Department of Finance, Kainan University. |
| Hu, Yen-Jung | Member | Male | •Director of Ho Tan Tran Company Ltd. •Vice President of KNH Enterprise Co., Ltd. •Consultant f KNH Enterprise Co., Ltd. •Doctor of Philosophy, Textile Engineering, Feng Chia University. |
Audit Committee Operations in the Year 2025
Term | Session | Date | Discussions items | Resolution | The Company’s handling of the Audit Committee members’ opinion |
| 2 | 11 | 2025/02/25 |
| Approved by all present members unanimously | Proposed to a Board of Approved by all present members unanimously |
| 2 | 12 | 2025/05/09 | 1.Motion for the Company’s consolidated financial statements for the first quarter of 2025. | ||
| 2 | 13 | 2025/06/13 | 1.Motion for the Company’s provision of certificates of deposit as a guarantee for its subsidiary, K Jie Water & Environmental Engineering Co., Ltd. | ||
| 2 | 14 | 2025/08/12 |
3.Motion for endorsement/guarantee for subsidiary KNH (Yangzhou) Co., Ltd. | ||
| 2 | 15 | 2025/11/14 |
3.Motion for adjustment of subsidiary endorsements/guarantees. | ||
| 2 | 16 | 2025/12/29 | 1.Motion for the 2026 budgets of the Company and its subsidiaries. |
Audit Committee Operations in the Year 2024
Term | Session | Date | Discussions items | Resolution | The Company’s handling of the Audit Committee members’ opinion |
| 2 | 6 | 2024/02/27 |
| Approved by all present members unanimously | Proposed to a Board of Approved by all present members unanimously |
| 2 | 7 | 2024/05/13 | 1.Motion for the Company’s consolidated financial statements for the first quarter of 2024. | ||
| 2 | 8 | 2024/08/12 | 1.Motion for the Company’s consolidated financial statements for the second quarter of 2024. 2.Motion for endorsement/guarantee for subsidiary KNH (Yangzhou) Co., Ltd. | ||
| 2 | 9 | 2024/11/12 | 1.Motion for the Company’s consolidated financial statements for the third quarter of 2024. | ||
| 2 | 10 | 2024/12/30 | 1.Motion for the 2025 budgets of the Company and its subsidiaries. 2.Motion for adding the internal control system and enforcement rules of internal audit to the Company’s “Sustainability Information Management”. 3.Motion for the amendments to the Company’s internal control system and internal audit enforcement rules. 4.Motion for establishment of the Company’s Risk Office and formulation of the “Risk Management Handbook”, “Risk Management Procedures”, and “Risk Assessment Procedures”. |
Audit Committee Operations in the Year 2023
Term | Session | Date | Discussions items | Resolution | The Company’s handling of the Audit Committee members’ opinion |
| 1 | 16 | 2023/02/24 |
| Approved by all present members unanimously | Proposed to a Board of Approved by all present members unanimously |
| 1 | 17 | 2023/05/10 | 1.Motion for the Company’s consolidated financial statements for the first quarter of 2023. | ||
| 2 | 1 | 2023/06/28 | 1.Motion for expropriation of state-owned land for non-residential buildings by the Company’s subsidiary, KNH (Shanghai) Co., Ltd. | ||
| 2 | 2 | 2023/08/11 | 1.Motion for the Company’s consolidated financial statements for the second quarter of 2023. 2.Motion for endorsement/guarantee for subsidiary KNH (Yangzhou) Co., Ltd. | ||
| 2 | 3 | 2023/09/26 | 1.Motion for the Company’s application for the industrial zone for the land at Kouliao Section. 2.Motion for establishment of a subsidiary. 3.Motion for the Company’s disposal of land at Kouliao Section. | ||
| 2 | 4 | 2023/11/13 | 1.Motion for the Company’s consolidated financial statements for the third quarter of 2023. 2.Motion for change of endorsement/guarantee for subsidiary KNH (Yangzhou) Co., Ltd. | ||
| 2 | 5 | 2023/12/29 | 1.Motion for the 2024 budgets of the Company and its subsidiaries. 2.Motion for the amendments to the Company’s internal control system and internal audit enforcement rules. |
Audit Committee Operations in the Year 2022
Term | Session | Date | Discussions items | Resolution | The Company’s handling of the Audit Committee members’ opinion |
| 1 | 11 | 2022/02/25 |
| Approved by all present members unanimously | Proposed to a Board of Approved by all present members unanimously |
| 1 | 12 | 2022/05/05 | 1.Motion for the Company’s consolidated financial statements for the first quarter of 2022. | ||
| 1 | 13 | 2022/08/05 | 1.Motion for the Company’s consolidated financial statements for the second quarter of 2022. 2.Motion for the Company’s plan to make an endorsement and guarantee for KNH (Shanghai) Co., Ltd. and KNH (Yangzhou) Co., Ltd. | ||
| 1 | 14 | 2022/11/11 | 1.Motion for the Company’s consolidated financial statements for the third quarter of 2022. 2.Motion of capital increase of the subsidiary K. Jie Water & Environmental Engineering Co., Ltd. | ||
| 1 | 15 | 2022/12/29 | 1.Motion for the 2022 budgets of the Company and its subsidiaries. 2.Motion for the amendments to the Company’s internal control system and internal audit enforcement rules. |
Term | Session | Date | Discussions items | Resolution | The Company’s handling of the Audit Committee members’ opinion |
1 | 5 | 2021/02/24 |
| Approved by all present members unanimously | Proposed to a Board of Approved by all present members unanimously |
1 | 6 | 2021/03/26 | 1. Motion for the correction of the 2020 earnings distribution. | ||
1 | 7 | 2021/05/07 | 1. Motion for the Company’s consolidated financial statements for the first quarter of 2021. 2. Motion for the renewal of endorsements/guarantees of KNH (Shanghai) Co., Ltd. | ||
1 | 8 | 2021/08/05 | 1. Motion for the Company’s consolidated financial statements for the second quarter of 2021. 2. Motion for the change of CPA. 3. Motion for the revised 2021 budgets of the Company and its subsidiaries. | ||
1 | 9 | 2021/11/05 | 1. Motion for the Company’s consolidated financial statements for the third quarter of 2021. 2. Motion for the renewal of endorsements/guarantees of KNH (Shanghai) Co., Ltd. | ||
1 | 10 | 2021/12/29 | 1.Motion for the 2022 budgets of the Company and its subsidiaries. |
Term | Session | Date | Discussions items | Resolution | The Company’s handling of the Audit Committee members’ opinion |
1 | 1 | 2020/07/16 |
| Approved by all present members unanimously | Proposed to a Board of Approved by all present members unanimously |
1 | 2 | 2020/08/05 | 1. Report of the implementation status and results of its audit plan for the second quarter of 2020. 2. Report of the appropriateness for the provision of endorsements/guarantees to recipients whose net worth is less than one- half of the paid-in capital. 3. Motion for the Company’s consolidated financial statements for the second quarter of 2020. 4. Motion for the new endorsements/guarantees of KNH (Shanghai) Co., Ltd. 5. Motion for the amendments to part of the provisions of the Company’s “Remuneration Committee Charter ” (proposed by the Remuneration Committee). 6. Motion for the amendments to part of the provisions of the Company’s “Procedures for the Board of Director’s Performance Evaluation” (proposed by the Remuneration Committee). 7. Motion for the amendments to the Company’s “Management Measures of the Division of Rights and Responsibilities.” | ||
1 | 3 | 2020/11/05 | 1. Report of the implementation status and results of its audit plan for the third quarter of 2020. 2. Motion for the Company’s consolidated financial statements for the third quarter of 2020. 3. Motion for the renewal of endorsements/guarantees of KNH (Shanghai) Co., Ltd. 4. Motion for the amendments to the Company’s “Accounting System.” | ||
1 | 4 | 2020/12/30 | 1. Report of the implementation status and results of its audit plan for October and November 2020. 2. Motion for the 2021 budgets of the Company and its subsidiaries. 3. Motion for the amendments to the Company’s “Management Measures of the Division of Rights and Responsibilities.” 4. Motion for the amendments to the Company’s internal control system and internal audit enforcement rules. 5. Motion for establishing the Company’s audit execution plan for 2021. 6. Motion for the Company’s overdue accounts receivable re-recognized as funds for lending to others. |
