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Operation of the Board of Directors
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Integrity Management Based on the |
In order to build a corporate culture of integrity management as well as to perfect its development to further realize the concept of sustainable management, FocalTech advocates and promotes behavioral integrity, and treats any kind of conduct that may constitute a violation of honesty, integrity and professional ethics in a strict manner by adhering to principles of justice and noncondonation. In addition, the Company regularly conducts education and training on integrity management. For new employees, internal and external laws and regulations related to professional ethics and integrity principles are incorporated in their pre-employment training course so as to reinforce the education and training in ethical management. Apart from that, the Company has also established the Code of Ethics for Honest Management and Practice in accordance with the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies, which requires employees to act in compliance with ethical standards based on the corporate philosophy of integrity, transparency and accountability. FocalTech strictly requires managers and employees at all levels to refrain from offering, promising, requesting or accepting any improper benefits, directly or indirectly, or committing any other dishonest behaviors that violate integrity, laws or breach of fiduciary duties in the course of conducting business.
The Company has formed the Sustainability Development Team, which is responsible for the formulation of the integrity management policy. The Audit Office is responsible for supervising the operations of each unit. In addition, the Company has stipulated the Reporting Policies and Procedures to encourage internal and external personnel to report any illegal, unethical, or any other behavior that violates the Code of Ethics for Honest Management and Practice. The Reporting Policies and Procedures are disclosed on the corporate website. The Sustainability Development Team reports on the overall implementation of the ethical management duties in the first quarter of each year at the Board Meeting.
FocalTech requires all staff members to strictly refrain from sacrificing the interests of the Company for the sake of personal gain and from engaging in any form of conduct involving corruption, fraud, or misuse of company assets, or any conduct that prejudices the interests of the Company. In support of the ethical culture of openness and transparency, FocalTech encourages its employees and external parties to report any suspected illegal conduct via the reporting system.
FocalTech’s Code of Ethics for Honest Management and Practice approved by the Board of Directors on October 26, 2018 is publicly disclosed on the company website. Other than that, an implementation plan is also formulated every year.
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Code of Ethics for Honest Management and Practice |
Six Principles of the Code of Ethics for Honest Management and Practice
- Prohibition on Insider Trading
- Prohibition on Intellectual Property Infringement
- Prohibition on Offering and Acceptance of Bribes
- Prohibition on Improper Donations or Sponsorships
- Prohibition on Unreasonable Gifts, Entertainment, or Other Improper Benefits
- Recusal Due to Conflict of Interest
Code of Ethics for Honest Management and Practice Self-inspection
- Whether disclosure of the conduct would have a negative impact on the Company’s reputation
- Whether the conduct would be construed as an unjust performance of duty
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Implementation Highlights in 2022: |
- Middle and high-level executives complete the signing of the integrity management statement, with a completion rate of 100%.
- The rest of the employees filled in the promotional questionnaire to let them know the spirit of integrity management and the code of ethics. The completion rate of the backfill was 75%.
- In January 2022, the Deputy Director of the Investigation Bureau was invited to attend classes in the company, a total of 60 person-times.
- 2022/11/11 Approved by the Board of Directors, the "Internal Material Information Disclosure Handling and Insider Trading Prevention Management Operation Procedures" was revised to increase the closed period for directors to trade stocks.
- Explain the spirit of the code of ethics in the education and training of new recruits, a total of 143 person-times (Taiwan region).
- In 2022, no violation of insider trading was punished by the competent authority.
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Ethical Management Reporting Channels |
- In accordance with the Reporting Policies and Procedures established by FocalTech, a dedicated mailbox "whistleblower@focaltech-electronics.com" is available for all internal and external stakeholders to reflect their relevant opinions. These opinions will be directed to both the convener of the Audit Committee (an independent director) and Audit Senior Officer. Adhering to the principle of identity protection of the whistleblower, FocalTech conducts investigations in a strictly confidential manner, and forms an investigation task force when deemed necessary. The task force handles received reports and subsequent investigations in a confidential and rigorous manner.
- According to the Work Rules, employees can file a complaint to Human Resources and Administrative Unit by filling out the“ FocalTech Employee Complaint Form.” Based on the reported content, the Human Resources and Administration Unit will assess whether to convene the relevant units or form a committee to handle the matter in stages according to the Work Rules, and will take disciplinary actions depending on the severity of the situation.
