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Corporate Governance Structure

Corporate Governance Framework Chart

Sustainable Development Promotion Committee

Note: The “Corporate Governance & Nomination Committee” of the Board of Directors was renamed as the “Sustainable Development & Nomination Committee” on May 23, 2024. The “Corporate Governance Promotion Committee” under the original “Corporate Governance & Nomination Committee” was renamed as “Sustainable Development Promotion Committee” and its functional structure was adjusted.

Operational Status of Each Team under Sustainable Development Promotion Committee

  • Teams

    Environmental Sustainability Team

    Main Duties

    • Maintain the operation of the environmental management system.
    • Conduct the environmental inventory and verifications (including greenhouse gas, carbon footprint, water footprint, etc.).
    • Develop and implement the noise mitigation plans along the high-speed rail route.
    • Promote the renewal and improve energy-consuming equipment.
    • Assess the impacts of climate change and take relevant measures in accordance with the requirements of the Task Force on Climate-related Financial Disclosures (TCFD).
    • Advocate for environmental sustainability initiatives.
  • Teams

    Sustainable Service Planning Team

    Main Duties

    • Propose sustainable service goals according to the direction of the Corporation's sustainable development.
    • Formulate long-term strategies and action plans for the development of service sustainability.
    • Plan and submit annual strategies and plans of sustainable service development.
    • Promote sustainable service development events and projects.
  • Teams

    Employee Care Team

    Main Duties

    • Plan and propose the strategies related to Employee Care Team.
    • Develop the sustainable development activities and projects related to labor security and friendly workplace.
    • Plan and implement the activities to improve the health of employees.
    • Work with relating to departments to accommodate sustainable development strategies in Company and Employee Care Team.
  • Teams

    Social Integration Team

    Main Duties

    Formulate internal and external plans covering the three aspects of “Social Integration,” “Environmental Integration,” and “Cultural Integration”:

    • Social Integration: Start by organizing employees and charity activities for ethnic groups, diverse genders, and disadvantaged people while internally enhancing employees' competitiveness to promote harmonious labor-management relations and externally encouraging others to join us in making social contributions.
    • Environmental Integration: Build sustainable life cycles by using recycled materials to make souvenirs, and promote ecological restoration along the HSR line to achieve environmental sustainability.
    • Cultural Integration: With the spirit of strengthening the local cultural, host internal employee art appreciation activities, and support local art groups' performances and activities to enhance the depth and breadth of local culture.
  • Teams

    Corporate Governance Team

    Main Duties

    • Promote and implement corporate governance policies and measures.
    • Promote implementations of Corporate Governance Evaluation indicators and track progress.
    • Ensure accuracy and transparency of externally disclosed information.
    • Promote and track various assessment and verification matters associated with corporate governance indicators.
    • Implement subsequent response tasks after Corporate Governance Evaluation.
  • Teams

    Ethical Management Team

    Main Duties

    • Formulate codes of conduct for ethical corporate management in line with the legal system.
    • Verify the organization's legal compliance status.
    • Assist in reviewing the anti-fraud measures of applicable by-laws on individual case basis.
    • Implement relevant education and training to deepen the integrity management philosophy of all employees.

Operational Status of Corporate Governance Promotion Committee

Year 2023 Operational Status
  • Review the implementation status of the specific management plan for company's human rights policy.
  • Review the annual plan and implementation status of the Corporate Governance Planning team, Sustainable Development team and Ethical Management team under the Corporate Governance Promotion Committee.
  • Review the overall corporate governance, sustainable development, ethical management, and implementation status.
  • Examine the Year 2023 of information security governance, management, and implementation status.
  • Review the information disclosure system.
  • Review the legal compliance system and implementation status.
  • Review the progress report of the company's risk management.
  • Review of the plan to enhance investor relations.
  • Review the succession planning of the important management.
  • Check the preparation progress and implementation status of corporate governance evaluation.
  • Discuss the strategy of other major corporate governance matters.
  • Keep track of the board's resolutions related to corporate governance.
  • The meeting is held by every 2 months or at any time in response to the needs of special topics.
  • The report of the implementation and achievements status of relevant corporate governance initiatives is regularly reported to the Board of Directors every year. The above report is presented to the 3rd meeting of the 10th Board on June 20, 2023.

 

  • Teams

    Corporate Governance Planning Team

    Main Duties

    • Deal and track the Corporations preparations for corporate governance evaluations.
    • Deal and track the corporate governance external evaluations progress.
    • Facilitate and implement various policies and measures related to corporate governance.
  • Year 2023 Operational Status

    • Strengthen various policies and measures related to Corporate governance in accordance with TWSE Corporate Governance Evaluation System and CG6011/CG6012 Corporate Governance Evaluation indications.
    • Plan and build for English Website of ESG and Corporate Governance Zone.
    • A quarterly meeting is held to review the implementation of axiomatic governance.
  • Teams

    Sustainable Development Team

    Main Duties

    • Coordinate the Corporation's recent developments and goals in corporate sustainability.
    • Formulate future long-term strategies and guidelines for sustainable development promotion.
    • Oversee internal units responsible for planning and proposing annual sustainable development strategies and plans in their specific area of business.
    • Coordinate various departments in implementing sustainable development activities and projects.
    • Review and finalize sustainable development report.
    • Other tasks relating to review or compilation of sustainable development matters.
  • Year 2023 Operational Status

    • Confirm thesustainable development strategy of next year.
    • Plan the implementation plan of the sustainable development strategy of next year
    • Formulate the overall planning of the Corporation's recent enterprise sustainable development direction and goal.
    • Coordinate various activities and projects from each department for the implementation of sustainable development .
    • Responsible for the review and finalization of thesustainable development report, and issued in June 2023.
    • The meeting is held quarterly, and the sustainable development promotion status is regularly reported to the Board of Directors every year. The above report is presented to the 3rd meeting of the 10th Board on June 20, 2023.
  • Teams

    Ethical Management team

    Main Duties

    • Integrate ethical values into the Corporation's operational strategies and establish measures to ensure ethical management in accordance with laws and regulations.
    • Establish programs containing standard operating procedures and behavioral guidelines for work duties to prevent unethical behavior.
    • Plan internal organization, preparation, and job duties for mutual supervision and balance of operational activities at high risk of unethical behavior.
    • Promote and coordinate ethical management policies and training.
    • Plan systems for reporting ethical violations to ensure effective implementation.
    • Assist the Board and management in reviewing and assessing effective operation of ethical management measures, and periodically assess and report on adherence of relevant processes.
  • Year 2023 Operational Status

    • Check the inspection system and establish measures to ensure ethical management in accordance with laws and regulations.
    • Amend the Corporation's "Ethical Corporate Management Best Practice Principles" and stipulate Corporation's "Procedures for Ethical Corporate Management and Guidelines for Conduct" and "Declaration of Compliance with Ethical Management Policies“.
    • Formulate plans to prevent dishonesty, and set standard operating procedures and behavior guidelines for work operations in each plan.
    • The compliance with laws and regulations is regularly checked through a sound internal audit, accounting and internal control system. Each unit also conducts a monthly inventory and establishes a legal variation management system. The Legal Office regularly holds a meeting of legal compliance representatives every quarter to discuss related issues and important laws and regulations.
    • Promote and ensure the implementation of "Ethical Corporate Management Best Practice Principles" based on the job responsibilities of each unit, and report the status to the Board of Directors every year. The above report is presented to the 3rd meeting of the 10th Board on June 20, 2023.
    • The Corporation has arranged the trainings for implementing the Corporation's internal ethical knowledge and strengthening the ability of defending anti-corruption, the training implementation status for 2023 were as follows:
      • The Corporate ethical management course for junior-level managers and general employees are held for a total of 4,544 participants and ran for a total 2,272 hours.
      • 324 new recruiting employees participated in this training, accounting for 6.8% of total employees.
      • Training courses for preventing of insider trading are held for a total of 4,686 participants and ran for a total of 2,343 hours.

Note: The "Corporate Governance Promotion Committee" was renamed as the "Sustainable Development & Nomination Committee" on June 15, 2024, and the functional structure was adjusted. This implementation situation was in 2023.
The promotion plan and implementation of the Company's sustainable development and ethical management are detailed in the “ESG website”.