Corporate Governance
By enhancing transparency, accountability, and efficiency, strengthen the balance between management and shareholders, establish effective risk management and internal control mechanisms, to enhance long-term corporate value and promote sustainable operations.
Governance Organization
Their profiles are available on the Company’s official website and in the 2024 Annual Report.Directors (including independent directors) are elected for a three-year term through a candidate nomination system, which ensures a fair, impartial, and transparent selection process. There are four independent directors, representing 44.5% of the board. Their independence is assessed and confirmed in accordance with relevant regulations. Phihong places great importance on board diversity. In 2024, a female independent director was elected. Her nomination was considered by the Nominating Committee during the selection process and finalized through voting at the shareholders’ meeting in accordance with the Company Act. The nominee’s sustainability impact management capabilities were also taken into consideration. Such qualifications will continue to be incorporated into future nomination and selection criteria.
The Board of Directors convenes at least once per quarter to revise internal control policies and procedures, review business performance, and deliberate on major impacts and strategic issues. Managers regularly attend board meetings to present updates on operations, finance, and business matters. During meetings, directors also provide professional insights on significant proposals and decisions for management’s reference. In 2024, a total of eight board meetings were held, with a commendable director attendance rate of 97.01%.
Operations management, financial accounting, business, law, information technology
44.5%
Total 69 hours
Phihong’s compensation for directors and senior managers is governed by the “Regulations Governing the Remuneration Committee,” with individual remuneration determined based on performance self-evaluation results. The proposed compensation is reviewed by the Remuneration Committee, approved by the Board of Directors, and reported to the General Shareholders’ Meeting.. The salary structure of the Group’s General Manager and senior executives is closely tied to the Company’s operational performance and individual performance indicators. These include non-financial aspects such as corporate governance, green design, and sustainability-related performance indicators, ensuring strong alignment between the remuneration system and the Company’s short-term and long-term operational targets and shareholder interests. Starting from 2023, the remuneration packages for senior executives includes a long-term incentive plan through a stock ownership trust, further integrating the link between remuneration, long-term corporate performance, and the interests of
shareholders.
