The Audit Committee
Audit Committee
Convener: Teng-Yao Hsiao
Member: Bin-Xi Lin
Member: Yiu-Cho Chin
Responsibilities of the Audit Committee
The primary purpose of the Audit Committee is to oversee the following:
1. The fair presentation of the company’s financial statements.
2. The appointment, dismissal, independence, and performance of the certifying accountant.
3. The effective implementation of the company's internal control system.
4. The company’s compliance with relevant laws and regulations.
5. The management of existing or potential risks faced by the company.
The key focus areas of the Audit Committee's annual work are as follows:
1. Establish or amend the internal control system.
2. Assess the effectiveness of the internal control system.
3. Establish or amend important management policies or operational procedures, such as procedures for the acquisition or disposal of assets, engaging in derivative transactions, lending funds to others, or handling major financial activities like endorsements or guarantees.
4. Matters involving conflicts of interest for directors.
5. Significant asset or derivative transactions.
6. Significant loans, endorsements, or guarantees.
7. The raising, issuance, or private placement of equity-related securities.
8. The appointment, dismissal, or compensation of certifying accountants.
9. The appointment or dismissal of financial, accounting, or internal audit officers.
10. Financial reports.
Review of Financial Reports
The interim financial statements have been audited by KPMG Taiwan, and a review report has been issued. After being reviewed by the Audit Committee, no discrepancies were found.
Assessment of Internal Control System Effectiveness
The design and effectiveness of the internal control system have been evaluated by individual departments, reviewed by the audit department, and validated as effective by the Audit Committee.
Revisions to the Internal Control System
Proposed amendments to the internal control system and operational procedures submitted by the relevant departments were discussed and approved by the Audit Committee.
Execution for the Year and Opinions or Resolutions of Independent Directors on Major Proposals**
In accordance with Article 14-5 and Article 36, Paragraph 1, Subparagraph 2 of the Securities and Exchange Act, the opinions or resolutions of independent directors on major matters for the year are as follows:
Date |
Proposal Content | Resolution Outcome |
| 2023.03.08 | 1. Approved the 2022 Internal Control System Statement. |
All members of the Audit Committee did not express any objections or reservations on the listed proposals, and each proposal was unanimously approved by all committee members. |
| 2023.05.09 | 1. Approved the consolidated financial statements for the first quarter of 2023. 2. Approved the capital increase proposal through profit transfer for the subsidiary, BONTEQ in the Philippines. 3. Approved the amendments to certain provisions of the "Corporate Governance Best Practice Principles." |
All members of the Audit Committee did not express any objections or reservations regarding the listed proposals, and each proposal was unanimously approved by all committee members. |
| 2023.08.09 | 1. Approved the bank credit proposal. 2. Approved the consolidated financial statements for the second quarter of 2023. 3. Approved the amendments to the "Scope of Responsibilities of Independent Directors." 4. Approved the amendments to the "Standard Operating Procedures for Handling Requests from Directors." 5. Approved the appointment of the Chief Information Security Officer. 6. Approved the appointment of the Chief Audit Officer. 7. Approved the adjustment of the Accounting Supervisor's position. |
The entire Audit Committee did not express any opposition or reservations regarding the proposals, and all proposals were unanimously approved by the committee members. |
| 2023.11.09 | 1. Approved the bank credit proposal. 2. Approved the consolidated financial statements for the third quarter of 2023. 3. Approved the audit plan for 2024. 4. Approved the audit plan for the significant subsidiary, BIOTEQUE MEDICAL PHIL, INC. (BMPI), for 2024. 5. Approved the budget for 2024. |
The Audit Committee approved the proposals listed above, with the exception of the fifth proposal, which was slightly adjusted. The remaining proposals received no opposition or reservations from any committee members and were unanimously approved. |
Requirement |
Name | Professional Qualifications and Experience | Independence Status (Note 2) | Number of Independent Director Positions Held in Other Publicly Listed Companies |
| Independent Director | Bin-Xi Lin | Profession: Medical License |
The company has obtained written declarations from each independent non-executive director, confirming their independence in relation to the company and their immediate family members. | No |
| Independent Director | Teng-Yao Hsiao | Profession: Certified Public Accountant Relevant Industry Experience: Finance and Accounting Yun Cheng United CPA Firm - Accountant New World International Enterprises Co., Ltd. - Independent Director Tian Yu Industrial Co., Ltd. - Director |
The company has obtained written statements from each independent non-executive director, confirming their independence in relation to the company and their immediate family members. | Independent Director of New Palace International Co., Ltd. |
| Independent Director | Yiu-Cho Chin | Primax Electronics Ltd. - Senior Vice President China Bills Finance Corporation-Director and General Manager National Association of Certified Valuator and Analysts- Chairperson Kinik Company- Senior Consultant |
The company has obtained written declarations from each independent non-executive director, confirming their independence as well as that of their immediate family members in relation to the company." | Pacific Hospital Supply Co., Ltd. - Independent Director |