Board Organization

The board of directors is the company’s highest governance body. Directors are elected by the shareholders meeting. The qualifications and selection methods of independent directors are in compliance with the provisions of the “Measures for the Establishment of Independent Directors in Public Offering Companies and Matters to Be Followed”. Affiliated persons and non-operating personnel of the company or its affiliates to ensure its independence.

The company selects and nominates board members based on the company’s own operations, operating patterns and development needs, taking into account gender balance, age, academic experience, and independence, etc., and all members have the professional knowledge, skills, and practical experience required to perform their duties. And ethics, indeed implement the diversity of board members.

1.The powers and responsibilities of the board of directors are as follows:

(1) The Corporation’s business plan.
(2) Annual and semi-annual financial reports to be audited and attested by a certified public accountant (CPA).
(3) Adoption or amendment of an internal control system pursuant to Article 14-1 of the Securities and Exchange Act and assessment of the effectiveness of the internal control system.
(4) Adoption or amendment of any handling procedures for material financial or business transactions, such as the acquisition or disposal of assets, derivatives trading, loans of funds to others, and endorsements or guarantees for others.
(5) The offering, issuance, or private placement of equity-type securities.
(6) The appointment or discharge of a financial, accounting, or internal audit officer.
(7) A donation to a related party or a major donation to a non-related party, provided that a public-interest donation of disaster relief that is made for a major natural disaster may be submitted to the following board of directors meeting for retroactive recognition.
(8) Any matter that, under Article 14-3 of the Securities and Exchange Act or any other law, regulation, or bylaw, must be approved by resolution at a shareholders meeting or board meeting, or any material matter as may be prescribed by the competent authority.

2. The member of 4th board of directors :

TitleNameEducationMain Experience
ChairmanJS HuangBachelor degree, Department of Industrial and Information Management of NCKUChairman of Acmepoint Technology Co., Ltd
Engineer of Continental Systems Inc.
Chairman of Acme Green Biotech Inc.
Chairman of ARES Optronics CO.,Ltd
Director of D8AI Holdings Corporation
Chairman of Acmepoint Energy Services Co., Ltd.
DirectorKuo-Chin Li
(aka Jessie Li)
Bachelor degree, Department of Mechanical Engineering of NCKUThe Vice President of the International Procurement Business Center of Moduslink (TAIWAN) Cd Service Ltd.
Chairman of Wen-Li Energy Ltd.
Chairman of Da-Xu Energy Services Co., Ltd.
General Manager of Acmepoint Energy Services Co., Ltd.
DirectorChun-Lai LeeBachelor degree, School of Law of SCUSecretary of the Congress Liaison Group, Ministry of Economy
Liaison Supervisor of Taiwan Power (Stock) Corporation
Deputy secretary-general to the president of Sustainable & Circular Economy Development Association
Independent Director of Hsinjing Holding Co.,Ltd.
Independent DirectorShiang-Tai LiuPhD degree,Master degree and Bachelor degree , Department of Industrial Management Science Information of NCKUDean and Professor of Department of Management of Vanung University
Technician of Zhong zheng University
Dean and Professor of College Aviation and Engineering of Vanung University
Director of Center of Teaching & Learning Development of Vanung University
Independent DirectorLi-Chung LeePhd degree, Law School of UW
Master degree, Law School of of AU
Master degree, Law School of BU
Bachelor degree, Law School of SCU
Associate Professor of Department of Business Administration of NTUB
President of Franchise Management and Legal Research Center of NTUB
Chairman of Yong-Jian National Culture and Arts Foundation
Director of New Taipei City Yem-Chio Education Foundation
Independent Director of Soaring Technology Co., Ltd.
Director of Victron Technology Co., Ltd.
President of China National Law Reform Promotion Association
Director of Chinese Taipei Pacific Economic Cooperation Committee
President of TLADS
Independent Director of Toplus Global Co., Ltd.
Supervisor of Kao-Yuan University
Dean of Department of Finance and Law, Asia University
Full-time associate professor of Ming Chuan University
Member of the Fair Trade Commission of Executive Yuan
Visiting Scholar at New York University and Columbia Law School
New York University Law School World Trade Organization Intellectual Property Rights Working Group
International Lecturer of OECD Global Corporate Governance Group
Independent DirectorSharon PaiMaster degree, Department of Accounting of TKU
Bachelor degree, Department of Accounting of PU
Senior Auditor and Audit Director of KPMG in Taiwan (KPMG International Limited)
Associate of M&A Transaction Service Group of KPMG Assurance Services Co., Ltd.
Adjunct Lecturer of CJCU and Aletheia University
Assistant manager of Investment Banking Division of Yuanta & Polaris Securities
Independent Adviser
Auditorial consultant of Orix Taiwan Corporation
Independent DirectorLeo H WuLLM Program of Executives of NCCU
Bachelor degree, Department of Accounting of SCU
President of Integritas certified public accountant
Senior Manager of Deloitte Taiwan
Independent Director of Silicon Power Computer & Communications Inc.
Chairman of TAKE-DANNI management consulting firm

3.Board of ACME develops and implements diversity policy Composition of its members:

The Company’s“Corporate Governance Best-Practice Principles” have diversified policies for the composition of the members of the Board. The Company considers its business model and development needs and has planned an appropriate diversity policy, including but not limited to the following two major criteria:

(1)Basic requirements: Gender and age, with at least one female director.
(2)Professional knowledge and skills: Industry experience and professional competence.

All members of the board shall have the knowledge, skills, and experience necessary to perform their duties. To achieve the ideal goal of corporate governance, the board of directors shall possess the following abilities:

(1)The ability to make judgments about operations.
(2)Accounting and financial analysis ability.
(3)Business management ability.
(4)Crisis management ability.
(5)Knowledge of the industry.
(6)An international market perspective.
(7)Leadership ability.
(8)Decision-making ability.

The diversification management target of the board of directors is at least one female director, and the target has been achieved as of 2022/12/31. The diversification of individual directors of the company is as follows:

For the Evaluation of the Board of Directors

The 2022 performance evaluation results of the Company’s Board of Directors as a whole, board members, the Overall Remuneration Committee and the Entire Audit Committee are Excellent. These results have been reported to the Board of Directors’ meeting held on January 16, 2023.

Evaluation cycles Evaluation periods Evaluation scope Evaluation method Evaluation content
Internal performance evaluation every year January 1, 2022
to
December 31, 2022
Overall board Determine the method of evaluation include internal evaluation of the board, self-evaluation by the board members of themselves or peers, internal evaluation of the Functional Committees, and each evaluation content divided into 5 grades:”Excellent (strongly agree), excellent (agree), moderate (average), poor (disagree), and very poor (strongly disagree)”. The measurement items (45 questions) for the performance evaluation of the Board of Directors as a whole have taken into account the Company’s situation and needs based on five major concepts:
1.Participation in the operation of the company (12 questions)
2.Improvement of the quality of the board of directors’ decision making (12 questions)
3.Composition and structure of the board of directors (7 questions)
4.Election and continuing education of the directors (7 questions)
5.Internal Control (7 questions)
Board members The measurement items (23 questions) for the performance evaluation of the board members have taken into account the Company’s situation and needs based on six major concepts:
1.Grasping of the company’s goals and tasks (3 questions)
2.Responsibility awareness of the directors (3 questions)
3.Participation in the operation of the company (8 questions)
4.Internal relationship management and communication (3 questions)
5.Professionalism and continuing education of directors (3 questions)
6.Internal Control (3 questions)
Overall Remuneration Committee The measurement items (19 questions) for the performance evaluation of the Remuneration Committee have taken into account the Company’s situation and needs based on five major concepts:
1.Participation in the operation of the company (4 questions)
2.Responsibility awareness of the functional committees (5 questions)
3.Improvement of the decision making quality of functional committee (7 questions)
4.Functional Committee composition and member selection (3 questions)
Entire Audit Committee The measurement items (22 questions) for the performance evaluation of the Audit Committee have taken into account the Company’s situation and needs based on five major concepts:
1.Participation in the operation of the company (4 questions)
2.Responsibility awareness of the functional committees (5 questions)
3.Improvement of the decision making quality of functional committee (7 questions)
4.Functional Committee composition and member selection (3 questions)
5.Internal Control (3 questions)

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