Corporate Governance

Overview of Corporate Governance

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Full-Time (or Part-Time) Operation and Implementation of the Sustainable Development Department
Full-Time (or Part-Time) Operation and Implementation of the Corporate Integrity Management Department
Organizational Structure, Procedures, and Operation of the Risk Management Department
Information Security Division

Corporate Governance Supervisor

Scope of Authority

By the resolution of the board of directors on November 8, 2023, June Yu, Assistant Manager, was appointed as Corporate Governance Supervisor, effective from November 8, 2023. She is a certified accountant with over 3 years of professional qualifications as a financial unit supervisor in publicly traded companies. The main responsibilities of the Corporate Governance Supervisor include overseeing the lawful handling of matters related to board and shareholder meetings, preparing minutes for board and shareholder meetings, assisting directors and supervisors in appointment and continuous education, providing necessary information for directors and supervisors to execute their duties, and assisting them in complying with regulations. The role aims to safeguard shareholder rights and enhance the functions of the board of directors.

Professional Development Status
Date of Class
Organizer
Class Title
Number of Hours
Total Number of Hours
​2023/11/23​
​Securities and Futures Market Development Foundation of the Republic of China​
​Excel VBA Macro Application Workshop: Range Handling​
6
30
​2023/11/25​
​Accounting Research and Development Foundation​
​Establishing ESG Sustainable Strategies to Enhance Competitiveness​
3
​2023/12/02​
​Accounting Research and Development Foundation​
​Global Net Zero Emissions Impact and ESG Action​
3
2023/12/16​
​Accounting Research and Development Foundation​
​Tax Regulations and Practices for Controlled Foreign Corporations (CFCs)​
3
2023/12/16
Accounting Research and Development Foundation
​Legal Responsibilities and Case Analysis of Corporate "Management Rights Contests"​
3
​2024/03/15​
​Accounting Research and Development Foundation​
​How to Use Robotic Process Automation (RPA) to Improve Internal Control Efficiency​
6
​2024/03/20​
​Securities and Futures Market Development Foundation of the Republic of China​
​Opportunities and Challenges for Taiwan's Industries under Geopolitical Considerations - Exclusive Analysis of PMI / NMI​
3
​2024/03/21​
​Securities and Futures Market Development Foundation of the Republic of China​
​Leveraging the Profitable Functions of Board Committees​
3
In the 2023 fiscal year, the responsibilities and execution status of corporate governance-related matters are as follows:
  1. Handle matters related to board meetings in accordance with the law and prepare minutes of board meetings.
  2. Review whether board resolutions constitute matters requiring significant disclosure.
  3. Assist directors in matters related to further education (all director education activities have been reported to the Taiwan Stock Exchange).
  4. Assist in the procedures and compliance matters of shareholder meetings.
  5. Prepare meeting notices, agendas, and minutes within the statutory deadline for pre-registration of shareholder meeting dates, and handle changes in registration matters in accordance with amended articles or director elections.
  6. Review whether the company meets the scoring criteria for corporate governance evaluations.
  7. Arrange for the internal audit manager and the external auditor to communicate with independent directors at the audit committee.
  8. Report on the company's operations and execution of sustainable development, corporate integrity management, and risk management in 2023 at the board meeting on January 17, 2024.
  9. Conduct internal education and training sessions related to integrity management topics in 2023 (including courses on regulatory compliance, food safety management and inspection, accounting systems, and internal controls), totaling 336 sessions with a publicity achievement rate of 90%.

Global Chart

Department

Chairperson

Implement the resolution and evaluation of the Company’s significant decisions by the Board of Directors. Plan and outline the corporate development vision and blueprint. Shape the corporate culture and encourage and motivate employees to innovate.

CEO/President Office

In accordance with the decisions of the company's board of directors, formulates the company's business policies, objectives, plans, and execution strategies. Maintains investor relations. Formulates and promotes the realization of ESG (Environmental, Social, and Governance) corporate commitments.

Global QA

Establish and manage a global quality operation system. Carry out product quality assessment on products under development and manage the quality of existing products. Responsible for global customer quality management. Responsible for supplier management. Resolve relevant issues and provide customer support (FAE/RMA).

Global Sale

Develop and execute the Company's global business and marketing plans. Ensure that the Company's business achieves profitability and sustainable growth. Provide world-class customer services and maintain strategic business partnerships with customers. Develop new markets and new customers, and continue to develop the Company year by year.

Global PM

Manages and executes projects related to OTS standard products and their derivative models. Manages JDM/ODM customized project development. Initiates NPI (New Product Introduction) project assessment and kickoff meetings. Coordinates processes and progress control. Conducts project progress meetings and tracks records. Coordinates cross-departmental communication to strengthen project management and ensure completion of product development projects.

Global Marketing

Plans and executes marketing and promotion in the global market, manages corporate branding and media relations, strengthens OTS brand and product marketing, manages marketing and promotion at exhibitions, and promotes regional marketing events to enhance the Company's brand reputation and jointly explore global market opportunities with business.

Global Biz Operation

Based on the Company's operating strategy and global business plan promoting backend executions, coordinate and supervise management by aligning, linking and executing daily operations with operating processes of business, finance, and factory.

Innovation Center

Focus on research and development of core technologies ans establish forward-looking technologies. Working closely with existing global sales/marketing divisions, integrating and exchanging information on requirements for product feature on the market and forward-looking technology transfer, and providing a foundation of mass production for the global manufacturing divisions.

Global R&D & Product Development

Responsible for new product R&D, improve production technology, and strengthen customer-oriented concepts and module design capabilities. Promote innovative technological research.

China Manufacturing

Main business operations focus on servers and computer case manufacturing. Responsible for analysis and supervision of factory operating performance. Produce a variety of (customized) products in a small number and provide services. Promote lean production and automated production to provide fast and accurate delivery and supply capabilities. Responsible for computer case and server manufacturing and sales, as well as development of manufacturing technology and efficiency. Responsible for new models, new manufacturing processes, the quality of mass-produced models, and the operation of quality systems. Human resources and organizational development, personnel training, and talent cultivation. Customer services in China. Responsible for storage environment, industrial safety, occupational health and risk management, and compliance with relevant laws and regulations. Responsible for energy saving and cost reduction, social care, assistance to the disadvantaged, green energy use, and resource recycling and regeneration.

Taiwan Manufacturing

Main business operations focus on servers and computer case manufacturing. Responsible for analysis and supervision of factory operating performance. Produce a variety of (customized) products in a small number and provide services. Promote lean production and automated production to provide fast and accurate delivery and supply capabilities. Responsible for computer case and server manufacturing and sales, as well as development of manufacturing technology and efficiency. Responsible for new models, new manufacturing processes, the quality of mass-produced models, and the operation of quality systems. Human resources and organizational development, personnel training, and talent cultivation. Customer services in Taiwan. Responsible for storage environment, industrial safety, occupational health and risk management, and compliance with relevant laws and regulations. Responsible for energy saving and cost reduction, social care, assistance to the disadvantaged, green energy use, and resource recycling and regeneration.

Global Supply Chain

Provide guidance to suppliers, manufacturers, and subcontractor for collaboration to meet the basic requirements of the Company's orders, quality, cost, etc., and continue to seek suppliers who can grow together, benefit each other, and become the Company's future long-term partners in the future.

Global Finance

Build a high-efficiency and high-quality financial platform, provide transparent and credible financial information, conduct operational analysis, and develop improvement plans, to achieve good corporate governance through rigorous control and auditing. Provides long-term investment and financing-related financial decision-making assessments, as well as planning for applicable taxes, while responsible for credit risk control and financial crisis prediction models to reduce corporate risks. Responsible for holding board meetings and shareholders' meetings, stock affairs management operations, and ex-dividend operations.

Global HR

Cooperate with the Company’s strategic development needs to plan and execute human resources strategies, so that the Company’s human assets can be continuously strengthened to ensure the Company’s sustainable operation; formulate performance management and training development policies and regulations to improve organizational performance and core capabilities; draft labor safety and health policies, provide staff and personnel services, and develop a good labor-management environment.

Global IT/DX

Plan the development goals and strategy implementation of the entire group's information business; assist in the digitization of and development of standard operation procedures for the group's business development, and maintain the Company's information security and provide real-time big data information to facilitate business management analysis.

Legal/IP

Review various contracts, provide legal advice, manage patents, trademarks, and other intellectual property rights, handle legal proceedings, dispute cases, and analyze relevant laws and regulations.

Audit Office

Formulate an annual internal control audit plan, execute and complete audit reports, follow-up reports, or other ad-hoc audits and improvement tracking. Check and review whether the design and operation of internal control systems have achieved the control objectives of the internal control system designed. Coordinate and review internal control self-evaluation operation.