BES is committed to establishing an effective corporate governance framework to enhance the functions of the Board of Directors, respect the rights of stakeholders, and enhance information transparency. The Remuneration Committee, Audit Committee, and Sustainable Development Committee were established in 2011, 2017, and 2022, respectively.

Audit Committee

In order to enhance organizational values and strengthen oversight and management functions, as well as implement financial reviews and controls to help BES achieve its strategic objectives, the Audit Committee is composed of three independent directors with financial expertise and substantial experience, in accordance with legal regulations.

The matters deliberated by the Audit Committee include:
Formulating or amending internal control systems and assessing the effectiveness of internal control systems as required under Article 14-1 of the Securities and Exchange Act.
To formulate or amend the procedures for the acquisition or disposal of assets, derivatives trading, lending of funds to others, endorsement or provision of guarantees for others in material financial transactions, matters involving directors’ self-interests, material assets or derivatives trading, material lending of funds, endorsement or provision of guarantees, solicitation, issuance, or private placement of securities with an equity nature, appointment, termination, or compensation of certified public accountants, appointment or removal of the head of finance, accounting, or internal auditing, annual financial reports and semi-annual financial reports, and other material matters prescribed by the Company or by the competent authorities, etc., in accordance with the provisions of Article 36-1 of the Securities and Exchange Act.

The Audit Committee convenes meetings at least once every quarter and may convene meetings as necessary.

Members of the Audit Committee
Ge, Shu-Ren (Convener)、Chang, Fang、Liu, Teng-Cheng

Ge, Shu-Ren
Education:Ph.D., Swiss Management Center University (SMCU) , Switzerland
Experience:Chairman, Chunghwa IPTV (Internet Protocol Television) Channel Operators Association

Chang, Fang
Education:Ph.D., Dept. of Land Economics , National Chengchi University (NCCU)
Experience:Vice Chairman, Eastern Broadcasting Co., Ltd. (EBC)

Liu, Teng-Cheng
Education:M.B.A., Dept. of International Business, National Taiwan University
Experience:Independent director, Ascent Development CO., LTD., Former Chairman of National Credit Card Center of R.O.C

Remuneration Committee

Committee members shall exercise the duty of care of a prudent administrator, faithfully fulfill the following responsibilities, and be accountable to the Board of Directors. They shall also submit their proposals to the Board of Directors for discussion:
1. Develop and periodically review policies, systems, standards, and structures for the evaluation of the performance and remuneration of directors and executives.
2. Regularly assess and determine the remuneration of directors and executives.

Members of the Remuneration Committee
Ge, Shu-Ren (Convener)、Chang, Fang、Liu, Teng-Cheng

Ge, Shu-Ren
Education:Ph.D., Swiss Management Center University (SMCU) , Switzerland
Experience:Chairman, Chunghwa IPTV (Internet Protocol Television) Channel Operators Association

Chang, Fang
Education:Ph.D., Dept. of Land Economics , National Chengchi University (NCCU)
Experience:Vice Chairman, Eastern Broadcasting Co., Ltd. (EBC)

Liu, Teng-Cheng
Education:M.B.A., Dept. of International Business, National Taiwan University
Experience:Independent director, Ascent Development CO., LTD., Former Chairman of National Credit Card Center of R.O.C

Sustainable Development Committee

To fulfill corporate social responsibilities, align with international trends, proactively respond to various issues related to the environment, society, and corporate governance of concern to stakeholders, and achieve sustainable business objectives, the Company resolved to establish the Sustainable Development Committee in 2022. The committee is chaired by the Chairman of the Board, and the other two seats are filled by independent directors, totaling three members.

Powers and Responsibilities of the Sustainable Development Committee:
1. Formulate sustainable development policies, systems, or relevant regulations.
2. Promote matters related to sustainable development.
3. Handle other matters related to sustainable development as resolved by the Board of Directors.

The Sustainable Development Committee convenes meetings at least once every year and may convene additional meetings when deemed necessary.

Sustainable Development Committee Members
Chou, Chih-Ming (Chairman of the Committee)、Chang, Fang、Liu, Teng-Cheng

Chou, Chih-Ming
Education:B.A., Dept. of Economics Statistics, National Chung Hsing University
Experience:Chairman and General Manager of BES

Chang, Fang
Education:Ph.D., Dept. of Land Economics , National Chengchi University (NCCU)
Experience:Vice Chairman, Eastern Broadcasting Co., Ltd. (EBC)

Liu, Teng-Cheng
Education:M.B.A., Dept. of International Business, National Taiwan University
Experience:Independent director, Ascent Development CO., LTD., Former Chairman of National Credit Card Center of R.O.C

Sustainable Development Best Practice Principles for BES Engineering Corporation

Organizational Procedures of the Sustainable Development Committee

Committee Members

name

Audit Committee

Remuneration Committee

Sustainable Development Committee

Chou, Chih-Ming
(Chairman)

   

Chairman of the Committee

Ge, Shu-Ren
(Independent Director)

Convener

Convener

 

Chang, Fang
(Independent Director)

Liu, Teng-Cheng
(Independent Director)

BES is committed to establishing an effective corporate governance framework to enhance the functions of the Board of Directors, respect the rights of stakeholders, and enhance information transparency. The Remuneration Committee, Audit Committee, and Sustainable Development Committee were established in 2011, 2017, and 2022, respectively.

Audit Committee

In order to enhance organizational values and strengthen oversight and management functions, as well as implement financial reviews and controls to help BES achieve its strategic objectives, the Audit Committee is composed of three independent directors with financial expertise and substantial experience, in accordance with legal regulations.

The matters deliberated by the Audit Committee include:
Formulating or amending internal control systems and assessing the effectiveness of internal control systems as required under Article 14-1 of the Securities and Exchange Act.
To formulate or amend the procedures for the acquisition or disposal of assets, derivatives trading, lending of funds to others, endorsement or provision of guarantees for others in material financial transactions, matters involving directors’ self-interests, material assets or derivatives trading, material lending of funds, endorsement or provision of guarantees, solicitation, issuance, or private placement of securities with an equity nature, appointment, termination, or compensation of certified public accountants, appointment or removal of the head of finance, accounting, or internal auditing, annual financial reports and semi-annual financial reports, and other material matters prescribed by the Company or by the competent authorities, etc., in accordance with the provisions of Article 36-1 of the Securities and Exchange Act.

The Audit Committee convenes meetings at least once every quarter and may convene meetings as necessary.

Members of the Audit Committee
Ge, Shu-Ren (Convener)、Chang, Fang、Liu, Teng-Cheng

Ge, Shu-Ren
Education:Ph.D., Swiss Management Center University (SMCU) , Switzerland
Experience:Chairman, Chunghwa IPTV (Internet Protocol Television) Channel Operators Association

Chang, Fang
Education:Ph.D., Dept. of Land Economics , National Chengchi University (NCCU)
Experience:Vice Chairman, Eastern Broadcasting Co., Ltd. (EBC)

Liu, Teng-Cheng
Education:M.B.A., Dept. of International Business, National Taiwan University
Experience:Independent director, Ascent Development CO., LTD., Former Chairman of National Credit Card Center of R.O.C

Remuneration Committee

Committee members shall exercise the duty of care of a prudent administrator, faithfully fulfill the following responsibilities, and be accountable to the Board of Directors. They shall also submit their proposals to the Board of Directors for discussion:
1. Develop and periodically review policies, systems, standards, and structures for the evaluation of the performance and remuneration of directors and executives.
2. Regularly assess and determine the remuneration of directors and executives.

Members of the Remuneration Committee
Ge, Shu-Ren (Convener)、Chang, Fang、Liu, Teng-Cheng

Ge, Shu-Ren
Education:Ph.D., Swiss Management Center University (SMCU) , Switzerland
Experience:Chairman, Chunghwa IPTV (Internet Protocol Television) Channel Operators Association

Chang, Fang
Education:Ph.D., Dept. of Land Economics , National Chengchi University (NCCU)
Experience:Vice Chairman, Eastern Broadcasting Co., Ltd. (EBC)

Liu, Teng-Cheng
Education:M.B.A., Dept. of International Business, National Taiwan University
Experience:Independent director, Ascent Development CO., LTD., Former Chairman of National Credit Card Center of R.O.C

Sustainable Development Committee

To fulfill corporate social responsibilities, align with international trends, proactively respond to various issues related to the environment, society, and corporate governance of concern to stakeholders, and achieve sustainable business objectives, the Company resolved to establish the Sustainable Development Committee in 2022. The committee is chaired by the Chairman of the Board, and the other two seats are filled by independent directors, totaling three members.

Powers and Responsibilities of the Sustainable Development Committee:
1. Formulate sustainable development policies, systems, or relevant regulations.
2. Promote matters related to sustainable development.
3. Handle other matters related to sustainable development as resolved by the Board of Directors.

The Sustainable Development Committee convenes meetings at least once every year and may convene additional meetings when deemed necessary.

Sustainable Development Committee Members
Chou, Chih-Ming (Chairman of the Committee)、Chang, Fang、Liu, Teng-Cheng

Chou, Chih-Ming
Education:B.A., Dept. of Economics Statistics, National Chung Hsing University
Experience:Chairman and General Manager of BES

Chang, Fang
Education:Ph.D., Dept. of Land Economics , National Chengchi University (NCCU)
Experience:Vice Chairman, Eastern Broadcasting Co., Ltd. (EBC)

Liu, Teng-Cheng
Education:M.B.A., Dept. of International Business, National Taiwan University
Experience:Independent director, Ascent Development CO., LTD., Former Chairman of National Credit Card Center of R.O.C

Sustainable Development Best Practice Principles for BES Engineering Corporation

Organizational Procedures of the Sustainable Development Committee

Committee Members

name

Audit Committee

Remuneration Committee

Sustainable Development Committee

Chou, Chih-Ming
(Chairman)

   

Chairman of the Committee

Ge, Shu-Ren
(Independent Director)

Convener

Convener

 

Chang, Fang
(Independent Director)

Liu, Teng-Cheng
(Independent Director)