Corporate Governance Structures

Corporate Governance

Building a Sound Governance Framework to Strengthen Long-Term Business Resilience

Wanshih is committed to establishing a sound corporate governance framework. In addition to complying with applicable laws, regulations, and the Company's Articles of Incorporation, we continue to strengthen our governance foundation and long-term sustainability through institutionalized management, effective operation of the Board of Directors and functional committees, internal controls, and transparent information disclosure.

Governance Principles

Corporate Governance Principles

Wanshih follows applicable laws, regulations, and its Articles of Incorporation and applies the following six principles to establish a transparent, sound, and accountable corporate governance framework.

01

Establish an Effective Governance Framework

Establish sound corporate decision-making and oversight mechanisms through clear governance systems and defined responsibilities.

02

Protect Shareholders' Rights and Interests

Safeguard shareholders' rights to participation and access to information while ensuring fair treatment and protection of their legitimate interests.

03

Strengthen the Functions of the Board of Directors

Enhance corporate governance and operational effectiveness through professional decision-making and oversight by the Board.

04

Enhance the Role of Independent Directors

Strengthen independent oversight and professional input to improve the quality of Board decisions and governance transparency.

05

Respect Stakeholders' Rights and Interests

Value the rights, interests, and communication needs of employees, customers, suppliers, investors, and other stakeholders.

06

Enhance Information Transparency

Maintain an open and transparent disclosure system that provides accurate, timely, and fair access to material information.

Governance Implementation

Corporate Governance Implementation

Wanshih strengthens internal controls, remuneration governance, financial oversight, and risk management through its internal audit function and the functional committees under the Board of Directors.

INTERNAL AUDIT

Appointment, Performance Evaluation and Remuneration of Internal Audit Personnel

The appointment, dismissal, performance evaluation, and remuneration of the Company's internal audit personnel are handled in accordance with the Company's Recruitment and Appointment Management Regulations, Remuneration Management Regulations, Performance Evaluation Management Regulations, Promotion Management Regulations, and Authorization Management Regulations. Relevant matters are submitted by the head of internal audit to the Chairman for approval.

The relevant management regulations are published in the Company's document management center.

REMUNERATION COMMITTEE

Remuneration Committee

The Company established the Remuneration Committee, a functional committee under the Board of Directors, in November 2011. The Committee operates in accordance with the Company's Remuneration Committee Charter. Its primary responsibilities include:

  1. Establishing and periodically reviewing the annual and long-term performance objectives and remuneration policies, systems, standards, and structures for directors, supervisors, and managers.
  2. Periodically evaluating the achievement of performance objectives by directors, supervisors, and managers and determining the content and amount of their individual remuneration.
AUDIT COMMITTEE

Audit Committee

The Company established the Audit Committee, a functional committee under the Board of Directors, in July 2022. The Committee operates in accordance with the Company's Audit Committee Charter. Its primary responsibilities include:

  1. Establishing or amending the internal control system and evaluating its effectiveness.
  2. Establishing or amending procedures for major financial and business activities, including the acquisition or disposal of assets, derivative transactions, loans of funds to others, and endorsements or guarantees for others.
  3. Reviewing matters involving the personal interests of directors.
  4. Reviewing material asset or derivative transactions, loans of funds, endorsements, or guarantees.
  5. Reviewing the offering, issuance, or private placement of equity-type securities.
  6. Reviewing the appointment, dismissal, or remuneration of certified public accountants.
  7. Reviewing the appointment or dismissal of the heads of finance, accounting, or internal audit.
  8. Reviewing quarterly, semiannual, and annual financial reports.
  9. Reviewing other material matters required by the Company or the competent authorities.
Information Disclosure

Information Disclosure System

Wanshih maintains an information disclosure system based on the principles of accuracy, completeness, and fair disclosure. The Company provides timely operational, financial, and other material information to ensure that shareholders and investors have access to current and accurate corporate information for investment decisions and a better understanding of the Company's operations.

Related Information

Related Governance Information

Access corporate governance policies, internal regulations, and Board-related information.

Major Internal Policies Articles of Incorporation, rules of procedure for shareholders' meetings, ethical corporate management, material information handling, and other governance documents → Board of Directors Information on Board members, independent directors, and related Board governance matters →