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Functional Committees
Audit Committee
ABICO Asia Capital Corporation has established an Audit Committee under its Board of Directors, which is composed of all independent directors. The primary purpose of the Audit Committee is to supervise the fair presentation of the company’s financial statements, the appointment, dismissal, independence, and performance of certified public accountants, the effective implementation of the company's internal controls, compliance with relevant laws and regulations, and the management of existing or potential risks. The evaluation results are submitted to the Board of Directors for discussion.
ABICO Asia Capital Corporation Audit Committee is convened by Independent Director Li-Ling Shu and holds meetings at least once every quarter.
Key Responsibilities
- Fair presentation of the company's financial statements.
- Appointment and dismissal, as well as the independence and performance of certified public accountants.
- Effective implementation of the company's internal controls.
- Management of existing or potential risks.
Audit Committee Members
Tai-Han Chiu ‧ Li-Ling Shu ‧ Wei-Ti Huang ‧ Tadashi Onyama
Operational Status
Independent Director Li-Ling Shu was elected as the convener of the Audit Committee.
Audit Committee Meetings from 2024 to August 2025 (4 meetings held)
Position
Name
Actual Attendance (B)
Attendance by Proxy
Actual Attendance Rate (%) (B/A)
Remarks
Independent Director (Convener)
Li-Ling Shu
4
0
100%
Independent Director
Wei-Ti Huang
3
1
75%
Independent Director
Tai-Han Chiu
4
0
100%
Independent Director
Tadashi Onyama
3
0
75%
Audit Committee Meeting Resolutions from 2024 to August 2025
Date
Session
Agenda Item
Matters listed in
Article 14-5 of the Securities and Exchange Act
Article 14-5 of the Securities and Exchange Act
Resolution of the Audit Committee and Actions Taken by the Company on the Committee's Opinion
114/3/24
1st Term
1st Meeting
1st Meeting
- 2024 individual financial statements.
- 2024 business report.
- 2024 internal control system statement.
- 2024 internal control special audit report.
- Appointment of the CPA for 2025.
- Revision of the internal control system regulations.
- Change of the head of internal audit.
- The Company's first cash capital increase and new share issuance in 2025.
V
The resolution was passed without objection from all attending committee members after consultation by the Chairperson.
114/5/12
1st Term
2nd Meeting
2nd Meeting
- Establishment of "Sustainable Information Management Regulations."
- Establishment of "Operating Procedures for Transactions with Group Enterprises, Specified Companies, and Related Parties."
- Establishment of "Standard Operating Procedures for Handling Director Requests."
- Establishment of "Corporate Governance Best Practice Principles."
- Establishment of "Sustainable Development Best Practice Principles."
- Establishment of "Ethical Corporate Management Best Practice Principles."
- Establishment of "Operational Procedures and Guidelines for Ethical Management."
- Establishment of "Code of Ethical Conduct."
- Appointment of the corporate governance officer.
- Appointment of the information security officer.
- 2025 employee stock options plan.
- Pre-approval for the CPA, their firm, and affiliates to provide non-assurance services to the company and its subsidiaries in 2025.
- Appointment of the general manager of the subsidiary, ABICO Asia Capital Management Co., Ltd.
- Addition to the 2025 audit plan.
V
The resolution was passed without objection from all attending committee members after consultation by the Chairperson.
114/7/25
1st Term
3rd Meeting
3rd Meeting
- Internal control system statement from the CPA's special audit.
- Revision of the investment and risk management regulations.
- Appointment of the head of internal audit.
- Investment in Dayi Orange Technology Co., Ltd.
- Addition to the 2025 audit plan.
V
The resolution was passed without objection from all attending committee members after consultation by the Chairperson.
114/8/11
1st Term
4th Meeting
4th Meeting
- Q2 2025 financial report.
- Distribution of earnings for the first half of 2025.
- The Company's "Financial Report Self-Compilation Capability" matter.
- Q3 and Q4 2025 financial forecasts.
- Self-evaluation report on corporate governance.
- Revocation of the first cash capital increase and new share issuance in 2025.
- The Company's plan for a cash capital increase for public offering before listing on the emerging market.
- The Company's plan to lease office space from a related party.
- The Company's plan to sign a video production contract with a related party.
V
The resolution was passed without objection from all attending committee members after consultation by the Chairperson.
Compensation Committee
The Compensation Committee acts in a professional and objective capacity to evaluate the compensation policies and systems for directors and managers. The committee provides recommendations to the Board of Directors for its reference in decision-making. Members are required to faithfully perform their duties with the care of a good manager and submit their recommendations to the board for discussion.
Key Responsibilities
- To formulate and regularly review the policies, systems, standards, and structure for performance evaluation and compensation of directors and managers.
- To regularly evaluate and determine the compensation of directors and managers.
Compensation Committee Members
Tai-Han Chiu ‧ Li-Ling Shu ‧ Wei-Ti Huang
Operational Status
- The Board of Directors approved the establishment of the "Compensation Committee" and the formulation of the "Organizational Regulations of the Compensation Committee" on July 17, 2024, and determined its members.
- The committee discussed the policies, systems, standards, and structure for performance evaluation and compensation of directors and managers, which were approved by all members.
Compensation Committee Meetings from 2024 to August 2025 (4 meetings held)
Position
Name
Actual Attendance (B)
Attendance by Proxy
Actual Attendance Rate (%) (B/A)
Remarks
Independent Director (Convener)
Li-Ling Shu
4
0
100%
Independent Director
Wei-Ti Huang
3
1
75%
Independent Director
Tai-Han Chiu
4
0
100%
Compensation Committee Meeting Resolutions from 2024 to August 2025
| Date | Session | Agenda Item and Subsequent Actions | Resolution | Actions Taken by the Company on the Compensation Committee's Opinion |
| 113/8/6 | 1st Term 1st Meeting |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
|
ubmitted to the Board of Directors. The resolution was passed without objection from other attending directors, after those with a conflict of interest recused themselves. | |||
| 113/12/4 | 1st Term 2nd Meeting |
|
Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
|
Submitted to the Board of Directors. The resolution was passed without objection from other attending directors, after those with a conflict of interest recused themselves. | |||
| 2025/3/24 | 2nd Term 1st Meeting |
| Unanimously approved by all committee members. | Submitted to the Board of Directors. The resolution was passed without objection from other attending directors, after those with a conflict of interest recused themselves. |
| 2025/7/25 | 2nd Term 2nd Meeting |
| Unanimously approved by all committee members. | Unanimously approved by all committee members. |
| Submitted to the Board of Directors. The resolution was passed without objection from other attending directors, after those with a conflict of interest recused themselves. |
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