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Investor Section
Investor Section
Corporate Governance
I. Board of Directors
( A ) Board Members
Title | Name | Gender | Education / Experience | Current Position |
Chairman of the Board | Ying Chuan International Enterprise Co Ltd. Legal Representative:Hai-Ni Chen | Male | Bachelor’s Degree in International Business, Tamkang University | Chairman of the Board, HOTEL HOLIDAY GARDEN |
Director | Ying Chuan International Enterprise Co Ltd. Legal Representative:Tseng-Tung Chen | Male | University of Southern California, USA | Holiday Garden US VP |
Director | Ying Chuan International Enterprise Co Ltd. Legal Representative:Su-Hui Lin | Female | Bachelor’s Degree in International Business, Tamkang University | Deputy General Manager, HOTEL HOLIDAY GARDEN |
Independent Director |
Te-Chu Li |
Female |
Bachelor’s Degree in Accounting, Providence University |
Person in charge of Liang-Te Accountancy firms |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Compensation Committee Member, HOTEL HOLIDAY GARDEN | ||||
Independent Director |
Ching-Lin Li |
Male |
Bachelor’s Degree in Accounting, Tunghai University |
Accountant of Crowe(TW)CPAs |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Compensation Committee Member, HOTEL HOLIDAY GARDEN | ||||
Independent Director |
Kuo-Ying Lu |
Male |
Yushan Senior High School |
Independent Director, HOTEL HOLIDAY GARDEN |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Independent Director |
Tien-Tsai Chien |
Male |
EMBA, National Sun Yat-sen University |
Chairman of the Board, RESTAURANT THOMAS CHIEN CO., LTD. |
Audit Committee Member, HOTEL HOLIDAY GARDEN |
( B ) Board of Directors Operations
Current Board Term: June 15, 2022 – June 14, 2025. As of December 31, 2024, the board has held 18 meetings, with directors’ attendance as follows:
Title | Name | Actual Attendance | Proxy Attendance | Attendance Rate | Note |
Chairman of the Board | Hai-Ni Chen | 15 | 3 | 83% | |
Director | Tseng-Tung Chen | 17 | 1 | 94% | |
Director | Su-Hui Lin | 10 | 8 | 56% | |
Independent Director | Te-Chu Li | 18 | 0 | 100% | |
Independent Director | Ching-Lin Li | 18 | 0 | 100% | |
Independent Director | Kuo-Ying Lu | 18 | 0 | 100% | |
Independent Director | Tien-Tsai Chien | 9 | 1 | 90% | By-election and Assumption of Office at the Annual General Shareholders' Meeting on May 30, 2023 |
( C ) Board Resolutions
2024 | 2023 | 2022 | 2021 |
II. Audit Committee
( A ) Audit Committee Members
Title | Name | Gender | Education / Experience | Current Position |
Convener | Kuo-Ying Lu | Male | Yushan Senior High School | Independent Director, HOTEL HOLIDAY GARDEN |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Member | Te-Chu Li | Female | Bachelor’s Degree in Accounting, Providence | Person in charge of Liang-Te Accountancy firms |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Compensation Committee Member, HOTEL HOLIDAY GARDEN | ||||
Member | Ching-Lin Li | Male | Bachelor’s Degree in Accounting, Tunghai University | Accountant of Crowe(TW)CPAs |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Compensation Committee Member, HOTEL HOLIDAY GARDEN | ||||
Member | Tien-Tsai Chien | Male | EMBA, National Sun Yat-sen University | Chairman of the Board, RESTAURANT THOMAS CHIEN CO., LTD. |
Audit Committee Member, HOTEL HOLIDAY GARDEN |
( B ) Audit Committee Operations
Current Committee Term: June 15, 2022 – June 14, 2025. As of November 30, 2024, the committee has held 17 meetings, with members’ attendance as follows:
Title | Name | Actual Attendance | Proxy Attendance | Attendance Rate | Note |
Convener | Kuo-Ying Lu | 17 | 0 | 100% | |
Member | Te-Chu Li | 17 | 0 | 100% | |
Member | Ching-Lin Li | 17 | 0 | 100% | |
Member | Tien-Tsai Chien | 9 | 1 | 90% | By-election and Assumption of Office at the Annual General Shareholders' Meeting on May 30, 2023 |
( C ) Audit Committee Resolutions
2024 | 2023 | 2022 | 2021 |
III. Compensation Committee
( A ) Compensation Committee Members
Title | Name | Gender | Education / Experience | Current Position |
Convener | Te-Chu Li | Female | Bachelor’s Degree in Accounting, Providence University | Person in charge of Liang-Te Accountancy firms |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Compensation Committee Member, HOTEL HOLIDAY GARDEN | ||||
Member | Ching-Lin Li | Male | Bachelor’s Degree in Accounting, Tunghai University | Accountant of Crowe(TW)CPAs |
Audit Committee Member, HOTEL HOLIDAY GARDEN | ||||
Compensation Committee Member, HOTEL HOLIDAY GARDEN | ||||
Member | Chi-Chun Chiu | Male | Doctor of Laws (Ph.D.), University of Tübingen, Germany | Managing Partner, CLASSIC AND SUPERIOR ATTORNEYS AT LAW |
( B ) Compensation Committee Operations
Current Committee Term: July 20, 2022 – June 14, 2025. As of November 30, 2024, the committee has held 7 meetings, with members’ attendance as follows:
Title | Name | Actual Attendance | Proxy Attendance | Attendance Rate | Note |
Convener | Te-Chu Li | 7 | 0 | 100% | |
Member | Ching-Lin Li | 7 | 0 | 100% | |
Member | Chi-Chun Chiu | 6 | 1 | 86% |
( C ) Compensation Committee Resolutions
2024 | 2023 | 2022 | 2021 |
IV. Corporate Governance Status
( A ) Corporate Governance Officer
The Board of Directors of the Company, in its resolution on May 9, 2023, appointed Ms. Su-Ling Yu, Manager of the Finance Department, as the Corporate Governance Officer. She possesses more than three years of experience as a senior executive in stock affairs or finance-related departments of a publicly listed company.
The primary responsibilities of the Corporate Governance Officer are as follows:
1. Handling matters related to Board of Directors and Shareholders’ meetings in accordance with the law.
2. Assisting directors in their onboarding and continuous professional development.
3. Providing directors with necessary information for business execution.
4. Assisting directors in complying with legal and regulatory requirements.
The 2024 Training and Education Status is as follows:
No. | Training Institution | Course Name | Training Period | Training Hours | |
Start Date | End Date | ||||
1 | Taiwan Investor Relations Institute | Steering the Voyage of Corporate Intelligence: Corporate Governance Leading the Way | 2024/4/12 | 2024/4/12 | 3.0 |
2 | Securities and Futures Institute | Practical Workshop on Sustainability Disclosure | 2024/5/16 | 2024/5/17 | 9.0 |
V. Articles of Incorporation and Key Regulations
01. 公司章程 |
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02. 道德行為準則 |
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03. 誠信經營守則 |
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04. 背書保證施行辦法 |
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05. 公司治理實務守則 |
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06. 永續發展實務守則 |
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07. 資金貸與他人作業程序 |
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08. 從事衍生性商品處理程序 |
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09. 取得或處分資產處理準則 |
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10. 獨立董事之職責範疇規則 |
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11. 內部重大資訊處理作業程序 |
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12. 建立內部控制制度處理準則 |
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13. 公司與關係人、特定公司及集團公司間往來 |
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14. 董事選任程序 |
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15. 董事會議事規範 |
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16. 股東會議事規則 |
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17. 審計委員會組織規程 |
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18. 董事及經理人績效評估辦法 |
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19. 薪資報酬委員會組織章程 |
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20. 公司治理及運作情形 |
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