Audit Committee
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Operation of the Audit Committee
- 1. The Audit Committee held six committee meetings in the previous years (A), and the attendance of the committee members is tabulated below:
Title |
Name |
Attendance in Person (B) |
Attendance Through Proxy |
Attendance Rate (B/A) (%) |
Remarks |
Committee Chairman |
Hung Ching Lee |
6 |
0 |
100.0 |
|
Committee Member |
Dr. Pisin Chen |
6 |
0 |
100.0 |
|
Committee Member |
Su-Pi Shen |
6 |
0 |
100.0 |
|
- On March 31, 2016, the board approved the “Audit Committee Charter” as a reference to establish the Audit Committee to supervise the fair expression of the Company’s financial statements, the selection or dismissal of certified public accountants (CPAs) and assessment of their independence and performance, effective implementation of the internal control, and legal compliance of the Company, as well as to control the inherent and potential risks.
- The 1st Audit Committee was established on June 24, 2016 to replace the duties and functions of Supervisors. The Audit Committee consists of three independent directors as the ex officio members.
- Current Audit Committee marks the third term and was re-elected to accompany the newly elected BoD on June 17, 2022 with three independent directors elected as the Audit Committee members, including Mr. Hung Ching Lee, Dr. Pisin Chen and Ms. Su-Pi Shen. Both Mr. Hung Ching Lee and Mss. Su-Pi Shen are equipped with accounting or financial background, while Mr. Hung Ching Lee was elected to convene the Committee and served as the Chair at Committee meetings. The tenure is for three years from June 17, 2022 to June 16, 2025, the same termination date as the end of the current BoD term.
- 2. Additional Disclosure:
- The date of the meeting, session, content of the motion, expressed by all independent directors, and the Company’s response to such opinions shall be specified when the operation of Audit Committee is under any one of the following circumstances:
- ? Matters specified in Article 14-5 of the Securities and Exchange Act:
- All independent directors had attended the committee meetings and approved all matters specified in Article 14-5 of the Securities and Exchange Act without objection in FY2023 and as of the date of this report's publication.
- ? Matters other than above stated which were not approved by the Audit Committee but resolved by over two thirds of all Directors: NA.
- 3. Major resolutions resolved by the FY2024 Audit Committee:
Date of Resolution |
Committee Term |
Session |
Summary of Resolution |
Opinion of Independent Directors and Company’s Response |
2024/03/15 |
2 |
9 |
- Status report of performance evaluation on the Board of Directors and Functional Committees.
- Reported on the identification and communication status with stakeholders in FY2023.
- Report on the implementation status of the Company's greenhouse gas inventory and verification schedule.
- Approved FY2023 financial statements.
- Approved CPA audit report of FY2023 financial statements.
- Approved the allocation of FY2023 distributed earnings and business report of the year.
- Approved the effectiveness of evaluation and statement of internal control.
- Approved cash donation to non-profit organizations.
|
Approved by all committee members unanimously. |
2024/05/15 |
2 |
10 |
- Reported on the implementation status of the Company's greenhouse gas inventory and verification schedule.
- Approved FY2024 Q1 financial statements.
- Approved CPA audit report of FY2024 Q1 financial statements.
- Approved the donation of notebooks to Quanta Culture & Education Foundation.
- Approved donation to Quanta AI Medical Foundation.
- Approved to provide short-term financing to subsidiaries.
|
Approved by all committee members unanimously. |
2024/08/09 |
2 |
11 |
- Report on the implementation status of the Company's greenhouse gas inventory and verification schedule.
- Approved FY2024 Q2 financial statements.
- Approved CPA audit report of FY2024 Q2 financial statements.
- Resolved dividends distribution plan for 1H of FY2024.
- Approved the extension of intercompany loan transactions to subsidiaries.
- Approved the fourth issuance of unsecured overseas convertible bonds.
- Approved donation to Quanta Culture & Education Foundation.
|
Approved by all committee members unanimously. |
2024/10/08 |
2 |
12 |
- Approved cash capital increase of subsidiary in Vietnam, QMH Computer Co. Ltd.
- Approved cash capital increase of subsidiary, QCG Computer GmbH, through indirect investment.
- Approved intercompany loan transactions to subsidiary.
|
Approved by all committee members unanimously. |
2024/11/14 |
2 |
13 |
- Reported on the implementation status of the Company's greenhouse gas inventory and verification schedule.
- Approved FY2024 Q3 financial statements.
- Approved CPA audit report of FY2024 Q3 financial statements.
- Approved the annual assessment of the independence and competency of the accountant and the proposal to establish the general principles of the Company's pre-approved non-assurance services policy.
- Approved the cancellation of short-term financing to subsidiary, QMH Computer Co., Ltd.
- Approved cash capital increase of subsidiary, QMN, through indirect investment.
- Approved the establishment of “Corporate Sustainability Committee Charter”
- Approved amendments to some sections of the Company’s “Regulations Governing the Establishment of Internal Control Systems”.
- Approved donation to Quanta AI Medical Foundation.
|
Approved by all committee members unanimously. |
2024/12/27 |
2 |
14 |
- Reported on the operation and the implementation of sustainable development, including the implementation of the Company's greenhouse gas inventory and verification schedule for the current year, and the operation of promoting ethical corporate management.
- Status report on the implementation of IFRS sustainability disclosure standards and progress in FY2024.
- Approved the evaluation to adopt Audit Quality Indicators (AQI) for Audit Commitees of TWSE listed companies.
- Approved 2025 ESG sustainable development strategy and direction for the Company, as well as progress report on 2024 ESG operations.
- Approved donation to Quanta Arts Foundation.
- Approved donation to IBMI.
|
Approved by all committee members unanimously. |
Audit Committee Charter