In order to strengthen the governance, SAI established Compensation Committee in 2011 and Audit Committee in 2017.
The Board of Directors (BOD) is the top management and highest decision-making body of the company. Its duties and functions include: appoint and supervise the upper management of the company, supervise operational performance, prevent conflicts of interest and assure legal compliance of the company, establish the articles of incorporation or carry out resolutions made by the general meeting of shareholders, and maximize the rights and benefits of shareholders. Currently, the BOD holds at least one board meeting each quarter for the upper management to report operational performance. The BOD also resolves the future operational direction and important policies of the company.
Board of Directors
Position
Name
Highest Education & Other Significant Position
Chairman
Mr. Tsung-jung, Huang
Department of International Business, Feng Chia University
Vice President of Sanhosun Industry
Independent Director
Mr. Ke-Chang, Liu
Department of International Business, Feng Chia University
Former Junior Manager of Hua Nan Bank.
Independent Director
Mr. Ding-wang, Jeng
Ph.D. in Accounting, University of Missouri, USA
NCCU former president
Independent Director of TECO Electric & Machinery Co., Ltd.
Managing Director and Independent Director of Asia Pacific Telecom Co.,Ltd.
Independent Director
Mr. Morley Shih
Bachelor of Law of National Taiwan University
Prosecutor, judge and Minister of Justice of the Republic of China
Professor of Department of Financial and Economic Law of Asia University
….
In order to strengthen the governance, SAI established Audit Committee in 2017. The membership of Audit Committee consists of no fewer than two independent directors of the Board.
The Committee meets at least once every quarter. Please consult SAI’s Annual Report and the market observation post system for the relevant year for the number of meetings convened.
The Audit Committee is responsible to review the following major matters:
Tenor: 2020/11/14 ~ 2023/11/13
Position
Name
Highest Education & Other Significant Position
Independent Director
Mr. Ding-wang, Jeng
Ph.D. in Accounting, University of Missouri, USA
NCCU former president
Independent Director of TECO Electric & Machinery Co., Ltd.
Managing Director and Independent Director of Asia Pacific Telecom Co.,Ltd.
Independent Director
Mr. Ke-Chang, Liu
Department of International Business, Feng Chia University
Former Junior Manager of Hua Nan Bank.
In order to strengthen the governance, the Board of Directors of SAI decided to establish Compensation Committee in 2011, and appoint the members of Compensation Committee. The membership of Audit Committee consists of two independent directors of the Board.
The Committee meets at least twice a year. Please consult SAI’s Annual Report and the market observation post system for the relevant year for the number of meetings convened.
The Compensation Committee assists the Board in discharging its responsibilities related to compensation and benefits policies, plans and programs, and in the evaluation of SAI’s directors of the Board and executives.
Position
Name
Highest Education & Other Significant Position
Independent Director
Mr. Ding-wang, Jeng
Ph.D. in Accounting, University of Missouri, USA
NCCU former president
Independent Director of TECO Electric & Machinery Co., Ltd.
Managing Director and Independent Director of Asia Pacific Telecom Co.,Ltd.
Independent Director
Mr. Ke-Chang, Liu
Department of International Business, Feng Chia University
Former Junior Manager of Hua Nan Bank.
Position
Name
Highest Education & Other Significant Position
Chairman
Mr. Tsung-jung, Huang
Department of International Business, Feng Chia University
Vice President of Sanhosun Industry
Mr. Guan-bin, Huang
SAI’s Internal Audit function is an independent unit that reports directly to the Board of Directors. Besides reporting the schedule and outcome of the audit every month, it briefs the Board of Directors during its ordinary meetings.Department of Finance, National Chung Hsing University
Internal Audit
The duty of the Audit Office is to investigate and assess the internal control system and the suitability of operation, effectiveness, and efficiency and make timely recommendations for improvements to ensure that the internal control system is continuously and effectively implemented. The Audit Office also assists the BOD and the management in carrying out their duties. Apart from the audit description, indication of materiality levels, and proposal of recommendations, a responsible unit will be requested to submit an action plan with an estimated date of improvement completion in the audit report. After the date of improvement completion is due, the improvement will be traced with reference to the action plan. An internal audit system is planned and designed with reference to the internal control system of individual departments. Based on this internal audit system, the internal control of each process is reviewed, and the suitability of the design, practice, effectiveness, and efficiency of such control are reported. In accordance with regulatory requirements, an internal audit shall be implemented every year to review the self-inspection of the internal control system of individual departments. The scope of audit covers the internal control of the effectiveness and efficiency of operations, the reliability of financial statements, compliance with related laws and regulations, etc.; and assessment of the risk level of operations of individual departments. Based on the audit outcomes, the Audit Office will plan the audit program for the next year and implement the audit with BOD approval.
Functions of Internal Audit
Self-inspection Procedures of Internal Control
Operation of Internal Audit
Articles of Incorporation
Rules Governing the Conduct of Shareholders’ Meetings
The Procedures for the Election of Directors
Rules and Procedures of Board of Directors Meetings
Rule of Audit Committee
Remuneration Committee Charter
Management of Assets