Investor Relations
Investor Relations
Introduction to the Board of Directors and Board Members
Profiles of the Directors
Chairman: Chih-Min Lee
Education / Work experience:
- Master, Graduate Institute of Electrical Engineering, National Taiwan University.
- Marketing Vice President, Realtek Semiconductor Corp.
Director & President: An-Hsuan Liu
Education / Work experience:
- PhD in Mechanical Engineering, North Carolina State University.
- President, King Yuan Electronics Co., Ltd.
- Chairman, KYEC USA Corp.
- Chairman, KYEC Japan K.K.
- Chairman, KYEC SINGAPORE PTE. LTD.
- Chairman, King Long Technology (Suzhou) Ltd.
- Chairman, Suzhou Zhen Kun Technology Ltd.
- President of Intematix Technology Center Corporation.
Director: Kuan Yi Investment Co., Ltd. - Representative of Institutional Director - Wen-Sheng Lo
Education / Work experience:
- Bachelor, Department of Electrical Engineering, Chung Hua University.
- Engineer, Opnet Technologies Co., Ltd.
- Engineer, NETRONIX, Inc.
- Engineer, CONWISE Technology Corporation Ltd.
Director & Special Assistant to the President: Shu-Ju Huang
Education / Work experience:
- PhD., Graduate Institute of Technological & Vocational Education, National Taipei University of Technology.
- Counselor, Division of Technical and Vocation Education, Education Department, New Taipei City Government.
- Teacher at the Department of Data Processing, Secretary of President, Student Affairs Director, General Affairs Director, Practicum/Internship Administration Office Director, New Taipei Municipal Yingge Vocational High school.
Independent Director: Jiang-Liang Lin
Education / Work experience:
- Professor, Department of Accounting, Chung Yuan Christian University.
- PhD, Department of Accounting, National ChengChi University.
- Director, Department of General Affairs, Chung Yuan Christian University.
- Director, Non-Profit Research, Chung Yuan Christian University.
- Dean, Department of Accounting, Chung Yuan Christian University.
Independent Director: Chii-Wen Chen
Education / Work experience:
- Bachelor/Master/PhD, Department of Electrical Engineering, National Cheng Kung University.
- Dean of Department of Electronic Engineering, Chairman of the Internal Audit Committee, Executive Director of the Teachers Association, Minghsin University of Science and Technology.
- Convenor, Industry-Academic Collaborative Education Group, Taiwan Semiconductor Industry Association.
- Member of the Board of Directors, Taiwan Embedded Microcontroller Development Institute.
Independent Director: Jin-Han Chen
Education / Work experience:
- Department of Law, Soochow University.
- Practicing lawyer, Han Sheng Law Office.
Diversity and Independence of the Board
1. Diversity of the Board:
The Company has set the professional competence requirement of the Directors in terms of their knowledge, skills and education in accordance with the “Regulations Governing the Election of Directors” and the “Corporate Governance Best Practice Principles” specified as follows:
- (1) Judgment capacity in operation.
- (2) Capacity of accounting and financial analysis.
- (3) Capacity of corporate management.
- (4) Capacity of crisis management.
- (5) Industry knowledge.
- (6) International market view.
- (7) Leadership.
- (8) Decision-making capacity.
The Directors of current term of the Board of the Company are disciplined in corporate management, research and development, finance and accounting, law and semiconductor with relevant industry experience. They meet the requirement of diversity of the Board.
Two of the Independent Directors hold their third term of office thus far while one Independent Director holds the second term of office.
2. Gender equality of the Board：
The members of the Board currently has 7 directors, including 6 male directors and 1 female director (accounting for 85.7% and 14.3% of all directors, respectively)
3. Independence of the Board:
The Company holds 7 seats of Directors for the time being (57% of whom are also employees, who occupied 4 seats) of which 3 were Independent Directors, who also account for 43% of the seats. The Company adopted the candidate nomination system for the election of Directors. Each Director has declared in writing, with proof of work experience and employment status at the time of nomination and election to office. None of the Directors are spouse or next of kin to one another. The Independent Directors are impartial in performing their assigned duties, and have not received any reward from the Company for rendering business, legal, financial and accounting services. There is also no direct or indirect conflict of interest between the Company and the Independent Directors in the last two years.
The Pursuit of the Policy of Independence and Diversity of Professional Background of the Directors of the Company in office
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| Name | Title | Gender | Current position | Seniority of Independent Director | Professional Knowledge and Skills | Age | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Within 3 years | 3~9years | Over 9 years | Knowledge of the industry | Finance& Accounting | Law/ Economics | 41-50 years old | 51-60 years old | 61-70 years old | ||||
| Chih-Min Lee | Chairman | M | Chairman, Keystone Microtech Corporation | V | V | |||||||
| An-Hsuan Liu | Director | M | President, Keystone Microtech Corporation | V | V | |||||||
| Wen-Sheng Lo | Director | M | Vice President, Keystone Microtech Corporation | V | V | |||||||
| Shu-Ju Huang | Director | F | Special Assistant to the President, Keystone Microtech Corporation | V | V | |||||||
| Jiang-Liang Lin | Independent Director | M | Professor, Department of Accounting, Chung Yuan Christian University | V | V | V | ||||||
| Independent Director, Tecom Co., Ltd. | ||||||||||||
| Independent Director, Calitech Co., Ltd. | ||||||||||||
| Independent Director, Feature Integration Technology Inc. | ||||||||||||
| Chii-Wen Chen | Director Director |
M | Professor, Department of Electronic Engineering, Minghsin University of Science and Technology | V | V | V | ||||||
| Jin-Han Chen | Independent Director | M | Practicing lawyer, Han Sheng Law Office | V | V | V | ||||||
Evaluation of Board Performance
Keystone Microtech conducts evaluation of the Board in terms of the overall competence, the performance of the Board members, and the self-assessment of the functional committees on their performance. The evaluation result will be presented to the Board as reference for fortifying the function of the Board. The Board passed the “Regulations Governing the Evaluation of Board Performance” on 2022/11/07, and conducts a self-assessment of the performance of the Board, the functional committees, and individual Directors for strengthening the performance of the Board. The scores of the remuneration committee, audit committee and board of directors for the self-performance evaluation in 2023 were 88.89%, 97.6% and 93.7% respectively. The result was scheduled to be reported to the Board on 2024/03/04.
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| Evaluation cycle | Evaluation period | Scope of evaluation | Evaluation method | Evaluation items |
|---|---|---|---|---|
| Once a year | 2023/01/01 to 2023/12/31 | the Board as a whole, individual Directors and functional committees. | Self-evaluation by individual Board members, peer-evaluation |
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