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Corporate Governance

The Wistron Board of Directors has established a corporate governance system with the goal of optimizing company value. Through proper internal governance the company ensures efficient business operations while working within established parameters. The corporate governance also established the essential working methodologies that ensure smooth operations while safeguarding the company against unnecessary risk. The accountability and control systems are comprised of professional oversight systems which are transparent to all company stakeholders.

 

Wistron recognizes the importance of corporate governance to not only our shareholders, but also other company stakeholders including employees, customers, and other business partners. Our corporate governance activities set the tone for the overall operating direction, establishing clear foundation for key business decisions. The underlying purpose of our corporate governance activities includes the legal, regulatory, institutional, as well as, ethical considerations which form the framework of our business operations.

For more information, please visit ESG－Governance

 

2024 Corporate Governance Operating Plans

The 2024 implement of corporate governance affairs were as bellows:
A.  In 2024, Wistron convened 10 times of board meetings, 8 times of Audit Committee meetings, 4 times of Compensation Committee meetings, 5 times of Nominating Committee meetings, and 5 times of ESG Committee meetings.
B.  Convened shareholders' meeting on May 30, 2024 as required by law and assisted with the convening of shareholders' meetings.
C.  Responsible for material announcements and matters related to the resolutions of board meetings and shareholders' meetings and announced material information pursuant to law.
D.  Arranged 6 hours of a continuing education courses for all Directors, President, Chief Corporate Governance Officer and CFO of Wistron. The courses are " AI and the Open Source ERA- Navigating Corporate Legal Risks " and " Building Sustainable Competitiveness through DEI".
E.  Arranged to have independent directors communicate to the head of Audit Division and the CPA at an Audit Committee meeting. 
F.  Arrange the MIS to present the information security implementation to the Board of Directors on December 20, 2024.
G.  Arranged legal department to present intellectual property rights management to the Board of Directors on December 20, 2024.
H.  Arranged HR department to present the 2024 actions for ethical corporation management to the Board of Directors on December 20, 2024.
I.  Arranged the convener of risk management team to present the implement of risk management and the risk map to the Audit Committee and Board of Directors on May 10, 2024 and December 20, 2024.
J.  Arranged the Sustainability Office to present the Stakeholder Engagement Result on March 12, 2024, and the Evaluation Results of Material Topics and the implementation of Sustainable Development on December 20, 2024.
K.  Performed the 2024 performance assessments of Board of Directors and functional committees, and reported the results of the performance evaluation to the Board of Directors on February 24, 2025.

 

 

2023 Corporate Governance Operating Status

  1. Developed annual work plan and meeting agendas and prepared meeting information for meetings of the Board of Directors, Audit Committee, Compensation Committee, Nominating Committee, and ESG Committee. If issues are relevant to stakeholders, related stakeholders are reminded to recuse themselves before a meeting takes place. In 2023, Wistron convened 8 times of board meetings, 8 times of Audit Committee meetings, 3 times of Compensation Committee meetings, 2 times of Nominating Committee meetings, and 5 times of ESG Committee meetings. Please see the Company website for details regarding the convention of the afore mentioned meetings.
  2. Convened shareholders' meeting on June 15, 2023 as required by law and assisted with the convening of shareholders' meetings.
  3. Responsible for material announcements and matters related to the resolutions of board meetings and shareholders' meetings and announced material information pursuant to law.
  4. Arranged 6 hours of a continuing education courses for all Directors, President, chief corporate governance officer and CFO of Wistron. The courses are " Key Factors for Enhancing Board Effectiveness " and " Winning the Future: Global Key Trends and Practical Case Studies in ESG ".
  5. Arranged to have independent directors communicate to the head of Audit Division and the CPA at an Audit Committee meeting.
  6. Arrange the MIS to present the information security implementation to the Board of Directors on December 21, 2023.
  7. Arranged legal department to present intellectual property rights management to the Board of Directors on December 21, 2023.
  8. Arranged HR department to present the 2023 actions for ethical corporation management to the Board of Directors on December 21, 2023.
  9. Arranged the convener of risk management team to present the implement of risk management and the risk map to the Audit Committee and Board of Directors on May 11, 2023 and November 9, 2023.
  10. Arranged the Sustainability Office to present the Stakeholder Engagement Result on March 14, 2023 ,and the Evaluation Results of Material Topics and the implementation of Sustainable Development on December 21, 2023.
  11. Performed the 2023 performance assessments of Board of Directors and functional committees, and reported the results of the performance evaluation to the Board of Directors on March 12, 2024.
  12. Recognized as the top 5% company in the 2022 Corporate Governance Evaluation and the top 10% electronic company with market value greater than NT$10 billion.