Audit Committee
Corporate Governance
The 1st Members of Audit Committee
◆Date of Incorporation：June 11, 2020
◆Term：June 11, 2020 to June 10, 2023
◆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 2021, 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.
4. Review of the self-evaluation questionnaire of the performance of the Audit Committee.
5. Supervision of the strengthening of the Company’s information security.
Name | Job Title | Gender | Main working (education) experience |
Hsu, Chiang | Convener | Male | •Lifetime emeritus professor of Department of Business Administration, CJCU. •Independent director of TYC Brother Industrial Co, Ltd. •Founder of The International Friends of Chiang Society. •Senior Consultant of CJCU. •Director of Creative Sensor Inc. •Director of WU-JIN-MAO Cultural Educational Foundation. •Honorary Chairman of Chinese Management Association. •Director of CJCU. •Education Training Consultant of CPC Corporation, Taiwan. •Director of Commerce Development Research Institute. •Director of Committee Member of China Productivity Center. •Director of Wei Chuan Foods Corporation. •Adjunct Professor of Department of Industrial and Information Management Institute of Information Management. •Director of Tayih Kenmos Auto Parts Co., Ltd.. •Chair Professor/Host of CJCU & WANG-ZI-BIN Academic Lecture. •Chairman of CSBC Corporation Taiwan. •PhD & Master, Management and organizational psychology, UWyo, USA. •Bachelor degree, Department of educational psychology and counseling, NTNU. |
| 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. |
| Chang, Chwen-Ming | Member | Female | •Programme of Center of Electrical Computation, Ministry of Education. •Associate Professor of Department of Applied Mathematics, Feng Chia University. •Associate Professor of Department of Health Care Administration, CJCU. and Development, CJCU. •Associate Professor of Department of Marketing and Distribution Management, NKUST. •Professor & Dean of Department of Business Administration, CJCU. •Chief of Bachelor Degree Program of International Finance and Business Management, CJCU. •Professor & Chief of Department of Accounting and Information Systems, CJCU. •Member and Consultant of Remuneration Committee of KNH Enterprise Co., Ltd. •PhD in Information Management, Royal Halloway College, University of London. |
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. |
