The Company has stipulated internal regulations according to the laws promulgated by the competent authorities to establish an adequate risk control mechanism and firewall. The important internal regulations are:
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Regulations Governing the Establishment and Related Matters of Special Committees for Merger/Consolidation and Acquisition
1. SINGTEX's Vice President of the General Administrtion Division is responsible for promoting the group's corporate governance matters such as integrity management, anti-corruption, anti-bribery, and compliance with laws and regulations, and reports its implementation to the company's board of directors at least once a year. All directors, managers and other insiders of the company have signed the "Declaration of Compliance with Integrity Management" to swear that the management attaches great importance to integrity management.The implementation status is described as follows:
| Board report date | Executive instructions |
|---|---|
2023/02/24 |
|
2022/01/12 |
|
2. Reporting method
Singtex has always upheld integrity to conduct our business activities and we will not tolerate corruption or any form of fraudulent conducts. If you discover Singtex employees or representatives engaging in suspicious behaviors that may be in violation of the Company’s code of ethics, please report them to us, and we will forward the matter to the relevant authorities. Apart from legal requirement, we will ensure the absolute confidentiality of personal information you provide, and we will protect the information by adopting appropriate measures. You are reminded that:
The information you provide including full name, phone number, and email will be used for the purposes of investigating the grievances during the investigation period. If necessary, Singtex may forward your personal information to our subsidiaries.
You may not knowingly fabricate facts in your report, if you are proven to have intentionally falsified facts, you will be held legally liable.
To help the investigation and resolve the problem, it is imperative that you provide all the necessary information and documents. If the said information and documents are not complete, Singtex will not be able to conduct the investigation.
Relevant contact details provided to you by Singtex may not be disclosed to anyone, neither in whole nor in part. Apart from legal requirement, you may not file a lawsuit based on the contact details between Singtex and you, or use the said contact details for litigation purposes.
If you fully understand and agree with the above information, and you wish to file a grievance, the Whistleblowing channels are as follows:
| Whistleblowing Channels | |
|---|---|
| Receiving Unit | Human Resources Department |
| Mailing Address |
No. 3, Industrial 6th Road, Guanyin District, Taoyuan City No. 10, Wufu 2nd Road, Xinzhuang District, New Taipei City |
| Phone |
03-4389538 ext. 218 02-85127888 (Human Resources Department) |
| E-mail(Harassment or Disciplinary Complaints) | lawsu@gtex.com.tw |
The company has established the “Procedures for Handling Material Internal Information and Prevention of Insider Trading,” which prohibits insiders, such as directors, managers, and employees, from trading marketable securities for profit by using undisclosed information in the market. At least once a year, we provide education and training (including self-study) to insiders on the relevant laws and regulations. (For the “Procedures for Handling Material Internal Information and Prevention of Insider Trading,” please refer to “Important Company Regulations”)
| Date | Topic | Organizer | Course Hours | Number of Participants | Type of Study (Note) | |||
|---|---|---|---|---|---|---|---|---|
| Director | Manager | Employee | Total | |||||
2023/07/28 | Explanation on relevant regulations and precautions for insider equity changes in companies that issue shares to the public | KGIS Securities | 2 | 7 | 8 | 0 | 15 | 0 |
2022/12/16 | Introduction of short-term trading by corporate insiders. | Securities and Futures Institute | 3 | 1 | 1 | 0 | 2 | 1 |
2022/08/25 | Briefing session for insiders on stock ownership. | Taipei Exchange (TPEx) | 3 | 0 | 1 | 0 | 1 | 1 |
(Note) 0: In-person Lecture 1: Self-directed Study
The Company's audit office is an independent unit that reports directly to the board of directors. Besides attending the board meeting to present its report. the audit office must also report to the chairman, and senior executives from time to time.
The Company has an internal audit system, internal control system, and audit guideline in place. The following year's audit plan is formulated based on the annual audit outcome and after various risk levels are identified. The audit plan is implemented after receiving approval from the board of directors. Any shortcomings discovered by the audit office are documented, tracked, and submitted to the management to assess the improvement outcome.
The Company and subsidiary organize an internal control system self-evaluation at least once a year. The outcome of the self evaluation is reviewed by the audit office before a consolidated report is presented to the board of directors and senior executives. This is used as the main basis for assessing the validity of the internal control system and for issuing the Statement of Internal Control.
Hiring and dismissing internal auditors: The internal auditors' performance assessment must be conducted in accordance with the Company's regulations and reported to the chairman. All recruitment and dismissal-related regulations are disclosed in the Company's internal regulations web page.
Communication between the independent directors and internal auditors: The Company's audit office will send the audit report to various independent directors before the end of next month and regularly report to the board of directors.
| Date | Communication key points | Conclusion |
|---|---|---|
| 2024/03/29 | 2023Q4 audit report | All independent directors agree with the audit outcome |
| 2023/11/09 | 2023Q3 audit report | All independent directors agree with the audit outcome |
| 2023/08/10 | 2023Q1&Q2 audit report | All independent directors agree with the audit outcome |
| 2023/03/27 | 2022Q4 audit report | All independent directors agree with the audit outcome |
| 2022/11/09 | 2022Q3 audit report | All independent directors agree with the audit outcome |
| 2022/08/08 | 2022Q2 audit report | All independent directors agree with the audit outcome |
| 2022/05/05 | 2022Q1 audit report | All independent directors and supervisors agree with the audit outcome |
| 2022/03/10 | 2021Q4 audit report | All independent directors and supervisors agree with the audit outcome |
| 2022/01/12 | 2021Q3 audit report | All independent directors and supervisors agree with the audit outcome |
| 2021/08/10 | 2021Q2 audit report | All independent directors and supervisors agree with the audit outcome |
| 2021/05/06 | 2021Q1 audit report | All independent directors and supervisors agree with the audit outcome |
| 2021/03/16 | 2020Q4 audit report | All independent directors and supervisors agree with the audit outcome |
Investment in information security resources in 2023 is as follows:
Vulnerability scanning and penetration testing cost approximately NT$50,000.
The off-site backup of the system is approximately NT$600,000.
The cost of ISO 27001 introduction and certification is approximately NT$210,000.
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