Structure of corporate governance

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Structure and organization of corporate governance

TWSE: 3042Company title: TXC Corporation


  1. No. of members on the board of directors as prescribed in TXC’s Company Charter: 11
  2. Term of the incumbent board of directors: 12th (Tenure: June 19 2013 through June 18 2016)
  3. Presently, all seats of the board of directors have been filled.
  4. No. of Independent board members: 4
  5. TXC purchases liability coverage for its board of directors on a yearly basis and the current sum insured is at US$ 5 million.
  6. TXC has appointed designated personnel to handle relevant affairs to ensure smooth communication between the shareholders and the Company’s management and that issues that arise could be promptly identified and resolved.

    Investor service specialist: Ms. Chen

    Tel: +886 03-469-8121*3256

  7. Link to TXC’s independent board members’ email:http://www.txccorp.com/index_en.php?action=e_company_1-1&cid=3&sid=8&id=11
  8. Contact information for TXC’s spokesperson:

    TXC Spokesperson: Vivien - CFO

    Tel: +886 03-469-8121*3230

    Deputy – Spokesperson: Sophia – Special Assistant President

    Tel: +886 03-469-8121*3105

  9. In addition to disclosing relevant financial information of TXC on the MOPS, the Company also hosts its own website with the same contents: http://www.txccorp.com/index_en.php?action=e_company_1-1&cid=3&sid=6&id=2

Implementing Corporate Governance


The company has set up a corporate governance work team. The General Manager was appointed to serve as convenor. The administration center is responsible for company governance matters, protecting shareholder rights, strengthening board functions. Their major duties are:

  1. Draft board of directors meeting agenda seven day prior to director notification, convene meeting and submit meeting information, agenda such as advance reminder of recusal due to conflict of interests and complete the meeting minutes of the board of directors meeting within 20 days after the meeting.
  2. Advance registration of the shareholders’ meeting date each year in accordance with the law, prepare meeting commencement notifications within the legal time limits, meeting agenda, meeting minutes and register article of incorporation and director election changes.
  3. In order to implement corporate governance, performance assessments of the board of directors and individual directors are performed at a regular time each year in accordance with the Director and Officer Performance Evaluation Procedure. An external assessment must be performed at least once every three years.
  4. In order to ensure that the board of directors is promptly informed of major company information, board of director members are immediately notified after major company information announcements. Arrangements are made for directors to attend financial, business and other professional knowledge refresher courses.
  5. Communication meetings of CPA, independent director and audit / financial supervisors are convened on an irregular basis to implement internal audit control systems. Refer to the company website for the communication meeting minutes.
  6. At least one institutional investor conference is held each year. Participate in investment forums on an irregular basis. Set up an investment service team and a diverse range of communication channels for investors.

 

Corporate Governance Relevant Laws and Regulations

   Corporate Governance Best Practice Principles