Corporate Governance
Board of Directors
Internal Audit Organization and Operations

Board of Directors Meeting Minutes

Board of Directors Meeting Minutes, 2017 Download
Board of Directors Meeting Minutes, 2016 Download
Board of Directors Meeting Minutes, 2015 Download
Board of Directors Meeting Minutes, 2014 Download
Board of Directors Meeting Minutes, 2013 Download
Board of Directors Meeting Minutes, 2012 Download
Board of Directors Meeting Minutes, 2011 Download
Board of Directors Meeting Minutes, 2010 Download
Board of Directors Meeting Minutes, 2009 Download
Board of Directors Meeting Minutes, 2008 Download
Board of Directors Meeting Minutes, 2007 Download

Compensation Committee:

The functions of this committee are to provide unbiased and objective assessments of the compensation policy of company directors, supervisors and managers to the board of directors for their consultation and as a reference for their decision-making.
The compensation committee consists of three members, and holds at least two regular meetings each year. Please refer to our annual report concerning this committee's meeting activities.

Members of the Compensation Committee:

Title Remarks
Daniel Tsai
Convener of the Compensation Committee
Feng-I Lin
Dong-Sing Wuu

Regulations of Corporate Governance

Regulations Files
By-Laws of Incorporation Download
Procedures for Acquisition or Disposal Assets Download
Procedures for Lending Funds to Other Parties Download
Procedures for Endorsement and Guarantee Download
Policies and Procedures for Financial Derivatives Transactions Download
Rules for Election of  Directors and Supervisors Download
Corporate Social Responsibility Principles Download
Ethical Corporate Management Best Practice Principles Download
Procedures for Ethical  Management and Guidelines for conduct Download
Procedures for Preventing Insider Trading  Download

Purpose of the internal audit

The purpose of internal audit is to assist the board of directors and management to inspect and review shortcoming arising from the internal control system (if any), and assess operational performance and efficiency, while at the same time provide recommendations for improvements at appropriate times to ensure that the internal control system can continue to function effectively, and provide a basis for the review and revision of the internal control system. 

Internal audit organization

Wafer Works' internal audit is an independent business unit under the supervision of the board of directors. Apart from attending regular meetings with the board of directors, and conducting reports to its directors and independent directors on the implementation of the audit plan and its conclusion, the internal auditor communicates with independent directors on related subjects on a regular basis and/or when necessary. Pursuant to hiring or dismissal of the internal audit manager, the approval must be approved by the board of directors. The company currently has one manager and one staff responsible for the company's internal auditing tasks.

Internal audit operations

Wafer Works' "Regulations of Internal Control System Formulation and Evaluation" and "Internal Audit System" explicitly state that the internal auditors, in its reports, review the company's internal controls and operating procedures for compliance, and determine whether the design and implementation of controls is appropriate, as well as their effectiveness and efficiency, and whose scope of internal audits shall include all company operating procedures and subsidiaries.
The main audit task is to execute the audit plan set forth by the board of directors. This audit plan shall be drafted on the premise of known risks. Special audits or reviews may be needed if necessary. Internal auditors review the internal control self-assessments as performed individually by all business units, and consolidate these assessment reports to the chairman and the board of directors.
In summary, the foregoing audit work seeks to provide management with an understanding of the functional status of the internal control system, and also offers an alternative channel to ensure that management understands any existing or potential shortcomings arising from the internal control system.

Organisation Chart