Corporate Governance
ASPEED Technology formulated the “Corporate Governance Best Practice Principles” and the “Code of Ethical Conduct” in order to build an effective corporate governance framework and related ethical standards needed for robust corporate governance. We uphold transparent operations and closely heed the rights and interests of shareholders and society. In order to aid corporate operations and oversight, we believe that corporate governance should be built on a foundation of a strong, complete Board of Directors in conjunction with supporting committees, including the Audit Committee, the Remuneration Committee, and the Sustainability Committee).
Board of Directors
| Name | Position | Experience | Primary Positions | Committee |
|---|---|---|---|---|
| Chris Lin | Chairman & President |
EMBA, National Chiao Tung University Master, Electrical Engineering, National Taiwan University BS, Electrical Engineering, National Tsing Hua University President, XGI Technology Inc. Vice President, Multimedia Product Division, SiS |
Chairman and President, ASPEED Technology Inc. Director, Linvest Wealth Corp. Director, Linvest Fortune Corp. Director, ASPEED Technology (Samoa) Inc. CEO, ASPEED Technology (U.S.A.) Inc. Director, ASPEED Technology India Private Ltd. Chairman, Cuploa360 Inc. |
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|
Arnold Yu Corporate Representative |
Director |
Master, Electrical Engineering, National Tsing Hua University Chairman/Chief Operating Officer, Machvision Inc. Chairmao, Ace Motors Inc. Vice President, Stark Technology Inc. Manager, Acer Inc. |
Director, Machvision Inc. Director, Autovision Technology Inc. Supervisor, AtechOEM Inc. Director, Stark Technology Inc. Director, ChipAI Co., Ltd. Independent Director, Cipherlab Co., Ltd. Director, ASPEED Technology India Private Ltd. |
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Luke Chen Corporate Representative |
Director |
EMBA, National Chengchi University BS, Electrical Engineering, Chinese Culture University Assistant Manager of Strategy Marketing, SiS |
Vice President, ASPEED Technology Inc. | Sustainability Committee |
|
Hung-ju Huang Corporate Representative |
Director |
Engineering, National Cheng Kung University Assistant Manager of Strategy R&D, SiS |
Vice President, ASPEED Technology Inc. | |
| Ted Tsai | Director |
Bachelor's in Electronic Engineering, Chung Yuan Christian University Chairman, Maojet Technology Corp |
Chairman, Maojet Technology Corp. | |
| Chyan, Yang | Independent Director |
Ph.D. in Computer Science & Engineering, University of Washington Director, Institute of Business and Management, National Chiao Tung University Dean, College of Management, National Chiao Tung University CEO, EMBA, National Chiao Tung University |
Adjunct Professor, Institute of Business and Management, National Chiao Tung University Independent Director, ACTER Co., Ltd. Supervisor, Chia Chang Co., Ltd. Independent Director, MARS Semiconductor Corp. Independent Director, Associated Industries China, Inc. |
Compensation Committee Audit Committee |
| Dyi Chung Hu | Independent Director |
Ph.D. in Materials Science and Engineering, Massachusetts Institute of Technology Institute of Technology Senior Vice President, Unimicron Technology Corp. Vice President, Hannstar Display Corporation Senior Assistant VP, E Ink Holdings Inc. |
Chairman and CEO, Siplus Technology Co. Director, Raytek Semiconductor, Inc. |
Remuneration Committee Audit Committee |
| John C. Lin | Independent Director |
Franklin Pierce Law Center (LL.M.) Queen Mary, University of London (M.Sc. in Information Technology) Lecturer, Chinese Culture University Law School |
Senior Consultant, Jones Day Taipei |
Remuneration Committee Audit Committee |
| Sheng-Lin Chou | Independent Director |
Ph.D in Computer Science National Chiao-Tung University Thunderbird School of Global Management EMBA Deputy GD, ICL/Industrial Technology Research Institute Assistant VP, TECO & GD of TECO Group Research Institute Adjunct Associate Professor, CS Dept, National Chiao-Tung University |
Chief Venture Officer (CVO), ICL/Industrial Technology Research Institute Secretary General, Taiwan Association of Information & Communication Standards (TAICS) |
Remuneration Committee Audit Committee |
Operation of Audit Committee
1. Second Audit Committee Member: 4
2. 2. Committee terms: August 11th, 2021 to July 29th, 2024
3. 3. In 2021, the committee convened four times, with the attendance rate of the Committee’s three independent directors as follows:
First Audit Committee attendance rate:
| Title | Name | Attandance in Person | Attandance by Proxy | Attendance Rate (%) | Note |
|---|---|---|---|---|---|
| Independent Director | Chyan Yang | 2 | 0 | 100% | No |
| Independent Director | Dyi-Chung Hu | 2 | 0 | 100% | No |
| Independent Director | Robert Lo | 2 | 0 | 100% | No |
Second Audit Committee Attendance Rate:
| Title | Name | Attandance in Person | Attandance by Proxy | Attendance Rate (%) | Note |
|---|---|---|---|---|---|
| Independent Director | Chyan Yang | 2 | 0 | 100% | Re-election |
| Independent Director | Dyi-Chung Hu | 2 | 0 | 100% | Re-election |
| Independent Director | Sheng-Lin Chou | 2 | 0 | 100% | New |
| Independent Director | John C. Lin | 2 | 0 | 100% | New |
4. Annotations:
(1) Resolutions Related to Securities & Exchange Act $14-5:
| Date | Meeting | Resolutions | Any Independent Director Had a Dissenting Opinion or Qualified Opinion |
|---|---|---|---|
| 110.03.08 | First Term 11th Regular Meeting | 2020 Financial Report | None |
| 2021 The hiring of an attesting CPA | None | ||
| 110.08.11 | Second Term 1st Regular Meeting | 2021 Q1 Financial Report | None |
| The appointment of Internal Audit Officer | None | ||
| 110.11.08 | Second Term 2st Regular Meeting | 2021 Accountant’s fees | None |
(2) Other resolution which was not approved by the Audit Committee but was approved by two thirds or more of all directors: None.
(3) The independent director should state the name of the independent director, the content of the motion, the reasons for the evasion of interest and the circumstances of voting: None.
Operation of Remuneration Committee
1. Fifth Remuneration Committee Member: 4, One of them is convener.
2. Committee terms: August 11th, 2021 to July 29th, 2024
3. In 2021, the committee convened two times, with the attendance rate of the Committee’s three independent directors as follows:
Forth Remuneration Committee attendance rate:
| Title | Name | Attandance in Person | Attandance by Proxy | Attendance Rate (%) | Note |
|---|---|---|---|---|---|
| Convener | Chyan Yang | 1 | 0 | 100% | No |
| Member | Dyi-Chung Hu | 1 | 0 | 100% | No |
| Member | Robert Lo | 1 | 0 | 100% | No |
Fifth Remuneratin Committee Attendance Rate:
| Title | Name | Attandance in Person | Attandance by Proxy | Attendance Rate (%) | Note |
|---|---|---|---|---|---|
| Convener | Chyan Yang | 2 | 0 | 100% | Re-election |
| Member | Dyi-Chung Hu | 2 | 0 | 100% | Re-election |
| Member | Sheng-Lin Chou | 2 | 0 | 100% | New |
| Member | John C. Lin | 2 | 0 | 100% | New |
4. The content of the motion, the result the Remuneration Committee’s resolution and the Company's handling of the Remuneration Committee 's opinion:
| Date | Meeting | Resolutions | Handles of the resolutions of all members |
|---|---|---|---|
| 110.05.03 | Approval of 2020 Manager's Salary Allocation | Approved as proposed | Has been processed in accordance with the resolutions |
| 110.08.11 | Approval of 2020 employee bonus to directors and managers | Approved as proposed | Has been processed in accordance with the resolutions |
| 110.11.08 | Approval of 2020 Manager's Salary Allocation | Approved as proposed | Has been processed in accordance with the resolutions |
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