Uni-President-IR

繁體版

Corporate Governance

Corporate Governance Functional Committees

Functional committees

Audit Committee
Review financial reports
The Board of Directors has prepared the Company's operation report of 2024, financial statements, and profit distribution statement. The financial statements have been audited and finalized by PWC, who have issued an audit report. The aforementioned operation report, financial statements, and profit distribution statement have been reviewed by our Audit Committee and are found to be in compliance with no discrepancies.

Appointment of the CPAs
Our accounting division conducts an annual self-evaluation of the independence and competence of the CPAs, in accordance with Article 47 of the Certified Public Accountant Act, Bulletin No. 10 of the Code of Professional Ethics for Accountants ("Integrity, Objectivity, Independence"), and the quality indicators provided by the CPAs. The results are reported to the Audit Committee (2025.3.4) and the Board of Directors (2025.3.6) for review and approval. The CPAs of PricewaterhouseCoopers through our evaluation has met the standard of independence and are qualified to be our company’s CPA.

The operation of the Audit Committee
The operation of the Audit Committee for the fiscal year 2025 is as follows:
Session Content of the resolution Opinion of all member The Company’s response to the Audit Committee
2025.01.10 (18th Meeting in 4th Session) The company intends to subscribe for 61,694,120 privately placed common shares issued by PChome Online Inc. at a price of TWD 40 per share. Upon completion of the subscription, the company will hold a 30% equity stake in PChome Online Inc. No attending director voices an objection, the proposals were deemed approved. Those opinions were raised at the Company’s Board for discussion.
2025.03.04 (19th Meeting in 4th Session)
  1. The consolidated financial statements for first quarter of year 2024.。
  2. The appointment of CPA and approved the evaluation of external auditor’s independence.
  3. Audit fee for PWC of 2025
  4. The statement of internal control system for year 2024.
 No attending director voices an objection, the proposals were deemed approved. Those opinions were raised at the Company’s Board for discussion.
2025.03.06 (20th Meeting in 4th Session) The business plan, the business report and the distribution of retained earnings for year 2024. No attending director voices an objection, the proposals were deemed approved. Approved by the board meeting and raised at the Company’s SHM for discussion.
2025.05.06 (21th Meeting in 4th Session) 1. The consolidated financial statements for the first quarter of year 2025. No attending director voices an objection, the proposals were deemed approved. Those opinions were raised at the Company’s Board for discussion.


Remuneration Committee
Operations of the Remuneration Committee
UPEC's Remuneration Committee is composed of 5 members. The term of office for current members runs from 10 June 2025 through 28 May 2028. For the fiscal year 2025, the Remuneration Committee of the Company held a total of 1 (A) meeting. all other committee members personally attended the meeting, resulting in an average attendance rate of 100%. The attendance of committee members is as follows:
Title Name Meetings AttendedPersonally (B) Meetings Attended by Proxy Personal Attendance Rate (B/A) Remark
Convener & member Chun-Jen Chen 1 0 100%
  1. Re appointment (Supplementary Election on 2025/06/10)
  2. Meeting date:2025/03/04.
Member Ming-Hui Chang 1 0 100%
  1. Re appointment (Supplementary Election on 2025/06/10)
  2. Meeting date:2025/03/04.
Member Wei-Yung Tsung 1 0 100%
  1. Re appointment (Supplementary Election on 2025/06/10)
  2. Meeting date:2025/03/04.
Member Lee-Feng Chien 1 0 100%
  1. Re appointment (Supplementary Elcetion on 2025/06/10)
  2. Meeting date:2025/03/04.
Member Shin-Chang Wu 0 0 0%
  1. New appointment (Supplement Election on 2025/06/10)
  2. Meeting date:2025/03/04.


Resolutions decided upon by the Remuneration Committee during the most recent year and as of the date of publication of the Annual Report:
Term Content The opinions of all members The Company’s response to the Remuneration Committee’s opinion:
2025.03.04(6th Meeting in the fifth Session)
  1. Minutes of the proceedings of the previous meeting and status of implementation.
  2. The compensation report of managerial officer of 2024.
  3. The report about self-evaluation of performance of the Board, Board Members, Board and the functional committee of 2024.
  4. The report of retirement benefits for managerial officers.
  5. The report of severance pay for the directors of this term.
  6. The Company intends to include sustainability (ESG)related indicators in the KPIs of senior executives.
  7. The distribution of directors' remuneration of 2024.
 The proposal was approved as proposed。 Remuneration committee’s opinion shall be raised at the Company’s Board meeting for discussion.