The TCC Group greatly values the importance of operational transparency and corporate governance. In accordance with the Company Law of the Republic of China, the Securities Exchange Law and other relevant laws and regulations, the Company has formulated an effective governance structure and implementation practices. The Company has implemented self-regulation more rigorous than the laws and regulations. The group adopts the international standards of corporate integrity and fairness to implement the company's operating information transparency and protect the rights and interests of all stakeholders.
In order to improve the corporate governance structure, the TCC's Board of Directors resolved to establish a "Corporate Sustainability Committee" on May 10, 2018. Among its members, independent directors will report on the implementation status at monthly business meetings and hold extraordinary meetings if necessary.
TCC has set Procedures for Handling Material Inside Information to prevent directors, CEO and insiders such as employees to use non-public information to buy and sell company shares for profit. At least once a year, the Company provides training regarding policies and regulations of insider trading prevention to current directors, CEO and employees and also provides timely training for newly elected directors, newly appointed CEO and new employees.
In 2021, the Company has provided current directors, CEO and employees with related training with courses including handling confidential material information, the formation, acknowledgement and real-life examples of insider trading. The training course material has been sent to all directors, CEO and employees for reference.
1. On-Site Training
| Date | Topic | Host by | # of Director Participants | # of Manager Participants |
|---|---|---|---|---|
| 2021/11/22 | Unveil “Insider Trading” – Case Studies | Taiwan Corporate Governance Association | 4 | 13 |
| 2021/11/22 | |
|---|---|
| Topic | Unveil “Insider Trading” – Case Studies |
| Host by | Taiwan Corporate Governance Association |
| # of Director Participants | 4 |
| # of Manager Participants | 13 |
2. Off-Site Courses of Insider Trading Prevention
| # of Director Participants |
|---|
| 2 |
| # of Director Participants |
|---|
| 2 |
For details, please visit MOPS.
In order to implement shareholder activism and allow shareholders to more conveniently participate in shareholder meetings, the Company actively responded to the competent authorities' promotion of electronic voting and the nomination system of candidates for directors and supervisors. As a result, electronic voting comprises over half of the total voting ratio.
In order to further enhance information transparency, the Company has established designated "Investors", "Corporate Governance" and "Corporate Social Responsibility" sections on the Company's official website to provide timely information on corporate finance, business and corporate governance, available in both Chinese and English. In addition, the Company values the communication with investors and has established Investor Relations and Spokesperson communication channels to hold regular investor conferences, answer investor questions, and ensure investors have full access to the Company's business and financial information.
In order to further enhance the communication channels with the previously disclosed stakeholders, the Company has established a “Stakeholders” section on the Company's official website to provide stakeholders with a transparent and effective communication channel to the Company in order to pursue corporate sustainability.
The Company's Board of Directors structure considers the business scale and the status of major shareholders, based on operational needs, regulations and the Articles of Incorporation to determine the number of seats. Member criteria of the Board of Directors emphasize on dynamic expertise and need to have knowledge, skills, and various professional backgrounds of the industry to help the overall development and operation of the Company. Please refer to the “Board of Directors” section within the Company's official website and go to the Board Performance Evaluation for further details.
To strengthen the functions of the Board of Directors, the Company set up performance targets based on the promotion of Company core values of sustainable management and integrity. Each year, individual evaluations of each board member are conducted and the results are submitted to the Board of Directors meeting and published on the Company official website. In addition, the directors, supervisors and key employees of the Company and its subsidiaries shall be liable in accordance with the law during the performance of their duties during the term of office. In order to establish a sound corporate governance mechanism, "Directors and Key Employees Liability Insurance" is purchased and the contents of the insurance policy is reviewed annually to reduce the risks assumed by directors, supervisors, and key employees.
Top management members are required to have backgrounds with professional expertise and knowledge in addition to requirements such as leadership, communication, enterprise operation, innovative logic and problem-solving skills. Each year, the Company arranges training courses for the top management team as it is key to the Company’s development goals and leadership performances. To strengthen the top management’s understanding of the duties and roles, the Company arranges training courses and lectures to stimulate diversified approaches to management skills as well as positive thinking and actions. As the Company becomes more international and digital, skilled labors have become more diversified in talents, therefore, the top management team has been strengthening the knowledge in selecting the right human resources to build a competitive labor force and improve the overall company performance.
Through accumulated core competence expertise and mid-to-long term training, the Company aims to nurture strategic thinking to build a strong top management team.
To fulfill the obligation of a green environmental engineering company and focus on the complex relationship between humans and nature, the Company has consolidated resources of the Group in the aspects of reducing carbon emissions in manufacturing process, using alternative fuel and material, building renewable energy, and engaging in cement kiln co-processing of waste to enhance brand image and technological competitiveness. Step by step, through combining resources from various departments and subsidiaries, employees have a full understanding and awareness of intellectual properties. The Company has been applying, maintaining and utilizing related patents to gain grounds and move toward our goal of building a circular economy while strengthening our industry leadership status and maintain hard-earned advanced technological progress.
In recent years, the Company has been actively expanding our overseas presence and accelerating our business developments in Asia. Under the practice of cautious planning of market strategies and overseas expansions, important items related to overseas intellectual properties analysis, regulations, and integrating said properties are reported to the Company’s sales meetings regularly to avoid risks of facing possible negative impacts.
The Company regularly reports intellectual property related progress to the Board of Directors at least once a year. The most recent report date was November 11, 2021. The most recent progress of intellectual property management can be found below:
The Company regularly reports intellectual property related progress to the Board of Directors at least once a year. The most recent report date was November 11, 2021. The most recent progress of intellectual property management can be found below:
| Note: | Above information from the Company's patent and trademark inventory as of October 31, 2021. |
| Note: | Above information from the Company's patent and trademark inventory as of October 31, 2021. |