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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 2023, 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
To ensure the independence of the CPAs, the Audit Committee assesses the independence, professionalism, and suitability of CPAs in accordance with Article 47 of the Accountants Act and Bulletin No. 10, "Honesty, Fairness, Objectivity, and Independence" on professional ethics. During the 12th meeting of the 4th term Audit Committee on March 5, 2024, CPAs Chung-Yu Tien and Chien-Chih Wu met the independence assessment criteria and are qualified to serve as the CPAs for the Company.

The operation of the Audit Committee
The operation of the Audit Committee for the fiscal year 2024 is as follows:
Session Content of the resolution Opinion of all member The Company’s response to the Audit Committee
2024.03.05
(12th Meeting in the 4th Session)
  1. The consolidated financial statements for first quarter of year 2023.
  2. The appointment of CPA and approved the evaluation of external auditor’s independence.
  3. Audit fee for PWC of 2024.
  4. The statement of internal control system for year 2023
 No attending director voices an objection, the proposals were deemed approved. Those opinions were raised at the Company’s Board for discussion.
2024.05.07
(13th Meeting in the 4th Session)
  1. The consolidated financial statements for the first quarter of year 2024.
  2. The business plan, the business report and the distribution of retained earnings for year 2023.
 No attending director voices an objection, the proposals were deemed approved.
  1. The compliance of the audit committee reports were reported to the board meeting.
  2. Approved by the board meeting and raised at the Company’s SHM for discussion.


Remuneration Committee
Operations of the Remuneration Committee
  1. UPEC's Remuneration Committee is composed of 4 members.
  2. The term of office for current members runs from 8 June 2022 through 30 May 2025.
  3. From January 1st to June 30th of the year 2024, 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%
Member Ming-Hui Chang 1 0 100%
Member Wei-Yung Tsung 1 0 100%
Member Lee-Feng Chien 1 0 100% New appointment (Supplementary Election on 2023/6/28)


Compensation Remuneration Meeting Information
113年度薪資報酬委員會運作情形如下：
Term Content The opinions of all members The Company’s response to the Remuneration Committee’s opinion:
2024.03.05
(4th Meeting in the 5th Session)
  1. Minutes of the proceedings of the previous meeting and status of implementation.
  2. Explanation on the Compensation Report for Company Executives in 2023, and the Relationship between Salary Upper and Lower Limits and Salary Determination.
  3. The report about self-evaluation of performance of the Board, Board Members, Board and the functional committee of 2023.
  4. The distribution of directors’ remuneration of 2023.
 The proposal was approved as proposed. Remuneration committee’s opinion shall be raised at the Company’s Board meeting for discussion.