HTC 2015 Annual Report Download - page 42
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Please find page 42 of the 2015 HTC annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.Corporate governance
Corporate governance
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(2) Supervisor participation in Board of Directors meetings
The SeventhBoardofDirectorsconducted12(A)meetings.TheSupervisors'attendancestatusisasfollows:
Title Name AttendanceinPersonB AttendanceRate(%)【B/A】Notes
Supervisor Wei-ChiInvestmentCo.,
Ltd. Representative: Shao-Lun Lee 12 100%
Supervisor Huang-Chieh Chu 12 100%
Other matters to be included:
1. Composition and Responsibilities of Supervisors:
ThestructureoftheSupervisors'MeetingsatHTCiswellestablishedanditcarriesoutsomefunctionsatthe
audit committee.
(1) Supervisor communication with employees and shareholders (e.g., channels and methods of
communication)SupervisorscanmakeuseofchannelssuchasSupervisorsMeetings,BoardofDirectors
meetings,ShareholdersMeetings,andinternalauditreportstocommunicatewithmanagement-level
officers and with shareholders.
(2)SupervisorcommunicationwithChiefInternalAuditorandCPAs(e.g.,financialandoperationalmatters
on which they communicate, their methods, and results)
HTCSupervisorscommunicatethroughtheirregularquarterlySupervisorMeetingswithHTC'sfinancial,
legal,andinternalauditofficers,whoreporttotheSupervisorsonissuessuchasriskmanagement,major
litigations, and internal audit reports.
Basedontheprincipleofsound,conservativeaccounting,HTC'sSupervisorsandCPAsregularly
undertakejointreviewsofmajoraccountitemsinthefinancialstatementstoassessthereasonableness
of basic assumptions underlying various allowances and reserves. Assessments are also performed and
reserves taken against potential liabilities associated with intellectual property risks in order to reduce
the impact on HTC's finances.
SupervisorsalsoholdregularprivatemeetingswithCPAs.Supervisorsmustfirstreviewandbesatisfied
withtheCPA'sindependenceandprofessionalfeesbeforesuchmattersaresubmittedtotheBoardof
Directors for resolution.
In2015,themanagementteamcontinuouslyemphasizedandprovidedfullsupportoncorporate
governance. All departments in the company conducted risk-oriented internal control assessment to
evaluate the controls' efficiency and effectiveness, for the purpose of improving the internal control
system.Intheareaofinternalcontrolself-assessment,HTChasaskedalldepartmentstoevaluate
the efficiency and effectiveness of their controls' design and execution to ensure the concreteness and
transparency of the internal control system statement. All departments were required to issue individual
internal control system statements based on their assessment results and the company would issue the
internal control system statement based on individual department assessment results.
2. IfSupervisorsinattendanceataBoardmeetingstateopinions,themeetingdate,sessionnumber,agenda,
and result of resolutions must be noted, along with the company's handling of the Supervisors' opinions.
TherehasbeennoinstanceofaSupervisorexpressingadissentingopinionregardingaBoardresolution
during the most recent fiscal year.