LOTES CO., LTD

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Corporate Governance

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The 11th Board of Directors( June 13, 2024 ~ June 12, 2027)
The 6th Compensation Committee( June 26, 2024 ~ June 12, 2027) The 2st Audit Committee ( June 13, 2024 ~ June 12, 2027)

Chang, Yih-Cherng

Committee Member
  • University of Delaware, Department of Mechanical Engineering, USA, PhD
  • Professor and Department Director, Chinese Culture University
  • Associate Professor, Chinese Culture University
  • Assistant Professor, Chinese Culture University
  • Project Manager, Taiwan High Speed Rail Corp.
  • Senior Engineer, TAIWAN AEROSPACE CORPORATION

Wu, Chang Hsiu

Committee Member
  • Master of Business Administration, Drexel University,USA
  • CPA of Dean Shine CPA Firm
  • Partner, DS Certified Public Accountants
  • Officer,Public Service Pension Fund Management Board
  • Revenue Officer, National Taxation Bureau of the Southern Area, Ministry of Finance
  • Semi Senior, TNS Accounting Firm

Jiaming Investment Co., Ltd. Representative:Chu, Te-Hsiang

Chairperson
  • Taishan Senior High School/ Mechanical Department
  • Lotes Co., Ltd./Chairperson
  • Jiaming Investment Co., Ltd./Chairperson
  • Jinling Investment Co., Ltd./Supervisor
  • Good Hope Investments Limited/Chairperson
  • LOTES INVESTMENT LTD./Chairperson
  • Lotes Suzhou Co., Ltd/Chairperson
  • Lotes Guanghou Co., Ltd/Vice Chairperson
  • Jiayu Investment Co., Ltd./Chairperson
  • Ememe Robot Co., Ltd/Chairperson
  • Lucemitek Co., Ltd/Legal Representative of a Director
  • Lintes Technology Co., Ltd/Chairperson
  • Radinet Communications Inc./Legal Representative of a Director
  • Dechuan Investment Co., Ltd./Chairperson

Wang, Jen-Chun

Committee Member
  • S.J.D.,University of Pennsylvania Law School
  • Equity Partner, Tsar & TsaiLaw FirmLawyer, Tsar & Tsai
  • Law FirmLaw Clerk, Department of Clerks for the Justices of the Constitutional Court, Judicial Yuan

Wang, Jen-Chun

Committee Member
  • S.J.D.,University of Pennsylvania Law SchoolEquity
  • Partner, Tsar & TsaiLaw Firm
  • Lawyer, Tsar & TsaiLaw FirmLaw
  • Clerk, Department of Clerks for the Justices of the Constitutional Court, Judicial Yuan

Jin Ling Investment Co., Ltd. Representative:Ho, Te-Yu

Director
  • Northern Occupational Training Council / Department of Die Molding
  • Lotes Co., Ltd./President
  • Jinling Investment Co., Ltd./Chairperson
  • Dunlin Investment Co., Ltd./Chairperson
  • Good Hope Investments Limited/Director
  • LOTES INVESTMENT LTD./Director
  • Lotes Guanghou Co., Ltd/Chairperson
  • Lotes-zsdz Co., Ltd/Chairperson
  • Tsongkha Technology (Shenzhen ) Co., Ltd/Director
  • Lotes Suzhou Co., Ltd/Vice Chairperson
  • Lotes Hengnan Co., Ltd./Chairperson
  • Lotes Hengnan Co., Ltd./Chairperson
  • Lintes Technology Co., Ltd/Director
  • Jiayu Investment Co., Ltd./Director
  • Lotes Zhongshan Co., Ltd/Director

Wu, Chang Hsiu

Committee Member
  • Master of Business Administration, Drexel University,USA
  • CPA of Dean Shine CPA Firm
  • Partner, DS Certified Public Accountants
  • Officer,Public Service Pension Fund Management Board
  • Revenue Officer, National Taxation Bureau of the Southern Area, Ministry of Finance
  • Semi Senior, TNS Accounting Firm

Chang, Yih-Cherng

Committee Member
  • University of Delaware, Department of Mechanical Engineering, USA, PhD
  • Professor and Department Director, Chinese Culture University
  • Associate Professor, Chinese Culture University
  • Assistant Professor, Chinese Culture University
  • Project Manager, Taiwan High Speed Rail Corp.
  • Senior Engineer, TAIWAN AEROSPACE CORPORATION

Hsieh, Chia-Ying

Director
  • National Taiwan University/ MBA
  • National Taiwan University/ BS, Electrical Engineering
  • LOTES CO., LTD./ Independent Director
  • Leltek INC./Director
  • Total Fortune Capital Limited/ Executive Director
  • Realtek Semiconductor Corp./ Executive Assistant to the President
  • COMMUNICATOR VENTURE MANAGEMENT INC. /Vice President
  • MIS JOINT INTERNATIONAL CO., LTD. /Vice President

Sun, Cherng-Jong

Director
  • Master of Electrical and Computer Engineering, Oklahoma State University
  • Asia Managing Director, Intel Capital
  • Product Line Marketing Manager, Intel Asia-Pacific Market
  • Marketing Technology Project Manager, Intel
  • Research and Development Engineer, Intel

Wang, Jen-Chun

Independent Director
  • S.J.D.,University of Pennsylvania Law School
  • Equity Partner, Tsar & TsaiLaw Firm
  • Lawyer, Tsar & TsaiLaw Firm
  • Law Clerk, Department of Clerks for the Justices of the Constitutional Court, Judicial Yuan

Chang, Yih-Cherng

Independent Director
  • University of Delaware, Department of Mechanical Engineering, USA, PhD
  • Professor and Department Director, Chinese Culture University
  • Associate Professor, Chinese Culture University
  • Assistant Professor, Chinese Culture University
  • Project Manager, Taiwan High Speed Rail Corp.
  • Senior Engineer, TAIWAN AEROSPACE CORPORATION

Wu, Chang Hsiu

Independent Director
  • Master of Business Administration, Drexel University,USA
  • CPA of Dean Shine CPA Firm
  • Partner, DS Certified Public Accountants
  • Officer,Public Service Pension Fund Management Board
  • Revenue Officer, National Taxation Bureau of the Southern Area, Ministry of Finance
  • Semi Senior, TNS Accounting Firm
The company's compensation committee is established in accordance with the " Securities and Exchange Act" and related regulations.
The members shall be appointed by a resolution of the board of directors, and the number shall be three. At least one member shall be an independent director, and all members shall elect an independent director as the convener.
The term of the members of this committee is the same as the term of the appointed board of directors.

Responsibility :
 -Formulate and regularly review the policies, systems, standards and structures of performance evaluation and remuneration of directors, supervisors and managers.
 - Regularly evaluate and determine the remuneration of directors, supervisors and managers. The relevant supervisory salary and remuneration proposal shall be submitted to the board of directors for discussion, and the supervisor’s salary and remuneration shall be prescribed by the company's articles of association or the board of directors authorized by the resolution of the shareholders meeting.
The election of independent directors of the company adopts the candidate nomination system of Article 192-1 of the Company Law, and is stated in Article 13 of theArticles of Incorporation:the number of the independent directors should not be less than two persons and should not be less than one-fifth of the total numbers of directors. In terms of the professional qualifications, shareholding, and part-time restrictions, independence determination, nomination and selection methods, and other compliance matters, the regulations of the competent security authorities must be followed.
 
The nomination system is adopted for the election of the independent directors in this Company. The shareholders must elect from the candidate list of independent directors.
 
 

Major resolution

2024.3.12Major Subject
1.Review of the Company’s total employee remuneration and directors’ remuneration for fiscal 2023
2024.3.12Major Subject
1. The Company's 113th fiscal year budget
2. The Company's 112th Annual Employee Compensation and Director Compensation Payment Plan
3. The Company's 112th annual business report, individual financial statements and consolidated financial statements
4. Proposal on the Company's 112th Annual Profit Distribution
5. Issue the company's "Internal Control System Statement"
6. The Company regularly evaluates the independence and suitability of the CPA
7. The second domestic unsecured conversion of corporate bonds into capital increase and issuance of new shares by the company
8. Our company applies for credit from financial institutions
9. Re-election of the Company's Directors
10. The board of directors nominates and reviews the list of candidates for directors (including independent directors)
11. Lifting the non-competition restriction on directors
12. Amendment of the company's "Board of Directors' Meeting Rules" and the Audit Committee's organizational rules
13. Amendment of the articles of the company's "Articles of Association"
14. Convening the Company's Regular Shareholders Meeting
2024.3.12Major Subject
1. KPMG 2023 annual audit execution results report
2. The company's internal audit related business report
3. The company's 2024 Budget
4. The company's 2023 annual business report, individual financial statements and consolidated financial statements
5. Proposal on the Company's 2023 Profit Distribution
6. Issue the company's "Internal Control System Statement"
7. The Company regularly evaluates the independence and suitability of the CPA
8. The second domestic unsecured conversion of corporate bonds into capital increase and issuance of new shares by the company
9.Amend some articles of the company’s “Articles of Association”
2024.8.9Major Subject
1. Elect the convener of the 6th Remuneration Committee
2. Review of the Company's "Director Remuneration Payment Method" Amendment
2024.5.10Major Subject
1. The Company's first quarter financial report for 2024
2. The company applies for credit from financial institutions
2024.5.10Major Subject
1. KPMG 2024 1st quarter review implementation results report
2. The Company's 2024 first quarter financial report for 2024
2024.6.26Major Subject
1. Elect the convener of the second audit committee of the company
2. Panyu Deyi Precision Electronics Industry Co., Ltd., a mainland company that holds 100% of the company's shares, applied for a credit line from a financial institution, and the company provided an endorsement guarantee
 
2024.11.11Major Subject
1.Review of amendments to the Company’s “Organizational Rules of the Compensation  Committee”
2024.6.26Major Subject
1. Election of Chairman
2. Appointment of members of the Sixth Remuneration Committee
3. Panyu Deyi Precision Electronics Industrial Co., Ltd., a mainland China-based investment company in which the company holds 100% of its shares, applied for credit from a financial institution, and the company provided endorsement guarantee
4. The company applies for credit from a financial institution
2024.12.17Major Subject
1. Review 2023 dividend distribution proposal for the company's managers.
2. Review the 2024 year-end bonus payment plan for the company’s managers
2024.8.9Major Subject
1. The Company's 2023 Annual Sustainability Report
2. The Company's second quarter financial report for 2024
3. The ex-dividend date for the Company’s 2023 cash dividend
4. The company provides loan funds to Panyu Deyi Precision Industry Co., Ltd., a 100% investment company in mainland China
5. The company's wholly-owned subsidiary, LOTES VIET NAM COMPANY LIMITED, applied for a bank line from a financial institution, and our company provided an endorsement guarantee to LOTES VIET NAM COMPANY LIMITED
6. The second domestic unsecured conversion of corporate bonds into capital increase and issuance of new shares by the company
7. Amendment to the Company's "Director Remuneration Payment Method"
2024.8.9Major Subject
1. KPMG 2024 2nd quarter review implementation results report
2. The Company's internal audit related business reports
3. The Company's 2024 Second Quarter Financial Report
4. LOTES VIET NAM COMPANY LIMITED, a subsidiary of the company that holds 100% of its shares, applies for a bank line from a financial institution, and the company provides an endorsement guarantee to LOTES VIET NAM COMPANY LIMITED
5. The second domestic unsecured conversion of corporate bonds into capital increase and issuance of new shares by the company
2024.11.11Major Subject
1. KPMG 2024 3rd quarter review implementation results report
2. Company internal audit related business reports
3. The Company's 2024 Third Quarter Financial Report
4. The company acquired real estate
2024.11.11Major Subject
1. Report on the operation of the company's stakeholders.
2. The Company’s third quarter financial report for 2024.
3. Amendment of the Company’s “Compensation Committee Organization Charter”.
4. Establish the company's "Sustainability Information Management Control Operation" and "Sustainability Report Preparation and Confirmation"
Operating procedures",
5. Amendment of the company's "Board of Directors' Meeting Rules" and "Audit Committee Organization Rules".
6. Acquisition of real estate by our company.
7. Amendment of the Company’s “Director Remuneration Payment Method”.
8. Amendment of the Company's "General Principles of Pre-approval of Non-Confirmed Services Policy
2024.12.17Major Subject
1. KPMG 2024 annual audit plan communication
2024.12.17Major Subject
1. Review 2023 dividend distribution & 2024 year-end bonus payment proposal for the company's managers
2. The company's 2025 internal audit plan 
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