Investor Relations

Corporate governance officer

1. Appointment and job scope of the corporate governance officer：

The Company established the "Board Secretariat" as the dedicated governance unit on January 1, 2016, and later the board appointed the Vice President of Administration as the corporate governance officer on May 6, 2019 to manage corporate governance matters. The job scope covers the handling of matters related to the board, the Audit Committee, the Compensation Committee and the shareholders' meetings pursuant to laws and regulations; assistance to directors for assuming office and continuing education; provision of information to directors for business execution, and assistance to directors for regulatory compliance. As the highest-ranking officer dedicated to corporate governance, the corporate governance officer has more than three years of experience in finance, shareholder services and meeting procedures. 

2. Tasks completed by the corporate governance officer in 2022：

1. (1) Provided directors with continuing education course information and reminded them to complete the courses and report the status of completion pursuant to the "Guidelines for the Implementation of Continuing Education for Directors and Supervisors of TWSE Listed and TPEx Listed Companies".
2. (2) Assessed and purchased Directors and Officers Liability Insurance for board members and reported details of the policy to the board.
3. (3) Organized meetings of CPAs, independent directors and officers of auditing, finance and accounting to communicate for internal audit and internal control purposes. Minutes of such meetings are available on the corporate website at https://www. cwei.com.tw.
4. (4) Conducted board and committee meetings pursuant to relevant laws and regulations: notified all directors and members to attend the board and committee meetings seven days in advance and provided sufficient information to facilitate directors' understanding of agenda items; reminded directors before the meeting to recuse themselves from agenda items where they or the juridical persons they represented had personal interests; and distributed the meeting minutes to each director within 20 days after the meeting.
5. (5) Released material information or announcements of important resolutions afterwards on the days of the board and shareholders' meetings and ensured the legal compliance and accuracy of the information to protect investors from information symmetry.
6. (6) Conducted board performance assessments annually in accordance with CWE's "Self-Evaluation or Peer Evaluation of the Board of Directors".
7. (7) Provided directors with regulatory updates related to business execution, corporate governance or operations.
8. (8) Organized annual shareholders' meetings pursuant to relevant laws and regulations: registered the date of the annual shareholders' meeting by the prescribed deadline, and prepared as well as filed meeting notice, agenda and minutes within the deadline every year.
9. (9) Reviewed performance against the corporate governance assessment indicators on an item-by-item basis every year and proposed improvement plans and measures for underperformed areas.
10. (10) Provided business or financial data required by the directors and maintained smooth communications and exchanges between the directors and department heads.
11. (11) In order to prevent insider trading, CWE reminded directors and insiders who had learned of the Company's financial reports or relevant information that they shall not trade the Company's shares in the open market during the 30-day period before the release of annual financial report and the 15-day period before the release of quarterly financial reports pursuant to Article 10 of the "Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies".