CSR Concept

We inherited the management concept of our parent company, LCY CHEMICAL CORP., dedicating ourselves to utilizing resources effectively to provide value for our customers and stakeholders. We offer customers reliable resolutions through innovation and speed, a safe, healthy and humanitarian working environment for our employees, and satisfy our employees and shareholders under the principles of fairness and performance. Execution Principles



Governance Integrity

LCY TECHNOLOGY CORP. understands the importance of operational transparency and corporate governance. Thus, the organization structure of the corporation is set and executed according to the Company Act, Securities and Exchange Act, and other relevant laws and regulations. Under this structure, we continue to enhance our management performance, protect the rights of investors and other stakeholders.

In order to improve the governance Integrity, board of directors approved the Integrity Governance Policy on July 19, 2017. Untrustworthy behavior, illegitimate interest, and relevant behavior shall be prohibit when directors, managers and employees perform business practices and duties.

General Manager's Office is the business integrity management of the exclusive sector and reports to the board of directors on a regular basis. Responsibilities as follows:                      

  • (1)Establish, maintenance and revise of Ethical Corporate Management Best Practice Principles, Procedures for Ethical Management and Guidelines for Conduct, The Codes of Ethics, LCY GROUP Code of Conduct and relevant regulation. And the latest regulations are announced on the Company’s website.
  • (2)Promote the integrity management culture, including the integrity and ethical values of the induction training for new employees, handle the announcement and notice of the integrity management philosophy to Directors, managers and employees, and regularly (annually) education and training tasks.
  • (3)Establish an effective reward and punishment system for accusation reporters.
    Accusation reporters’ mailboxgmlcyt@lcygroup.com                               
    Written to Accusation Box (5F., No.83, Sec. 4, Bade Rd.,Songshan Dist., Taipei City 105, Taiwan)
  • (4)Draw up the yearly work plans and set goals: All departments concerned have stipulated respective Best-Practice Principles to assure faithful fulfillment of Integrity principles.

Result of integrity management in past year:

  • (1)Periodic audit matters: It has been implemented in accordance with the relevant regulations, and there are no violations. The conclusions have been reported to the BOD by G.M and Head of HR Dept.
  • (2)Continue to review whether relevant measures are in line with the spirit of integrity: Company recently revised relevant regulations and submitted them to the Board of Directors on Mar. 27, 2020 and Board of Shareholders on Jun. 24, 2020.
  • (3)Continue to communicate the concept of integrity: Main managers of LCY GROUP promote the concept of integrity, experience sharing and inheritance in Supervisor training course that held on Jun. 23, 2020.
  • (4)Continue to pay attention to whether there is any illegal or dishonest behavior in the report mailbox: No complaints have been received since we set up the whistleblowing channel.


Board of Directors

The Board of Directors is responsible for the supervision, appointment, and guidance of management; it is also responsible for the overall corporate operation. Furthermore, the Board of Directors ensures a well-rounded supervision mechanism and strengthens managerial capacity in an effort to maximize shareholder equity.

We have 7 seats on the Board of Directors, all elected by shareholders. Among the 7 directors, 3 are independent directors. The main background of our Directors including: Finance, Account, Industry, Operation and Marketing. The average age of the Directors is 62 and 2 are female. The Articles of Incorporation were amended on Aug. 21, 2017. In the amendment, the Board of Directors has to be nominated in prior before shareholders select members of the Board of Directors from the list of candidates according to the Regulations on the Election of the Board of Directors.

The shareholding ratio of the member of the Board of Directors will be restricted according to the legal regulations of our authority, and all members of the Board of Directors are insured with liability insurance. The term of this Board of Directors will last from Jun. 24, 2020 to Jun 23, 2023.

Remunerations to directors are paid according to Article 26 and Article 30-1 of the LCYT Articles of Incorporation, where directors are awarded 2% of the annual pre-tax net income, signifying that remuneration benefits of the Board are in positive correlation with annual earnings. Making shareholder first our apportionment of profit principle.



The Structure of Board of Directors
Title Name & Main Career (Academic) achievements Nationality Gender Expertise Competency

Chairman

S.W. Lim
Representative of LCY CHEMICAL CORP.

  • MBA, University of Hull
  • BEng (Electrical), National University of Singapore
  • General Manager, KOVER’D PTE
  • Taiwan Commercial Operations Director, Corning Display
  • DuPont-Global Business Director, Electronic Materials
  • DuPont-Global Business Manager, Printed Circuit Materials
Singapore Male Industry

Operation Judgments
Business Management
Crisis Management
Knowledge of industry
International perspective
Leadership
Decision-Making

Director

Gavin Song
Representative of LCY CHEMICAL CORP.

  • EMBA, National Cheng Chi University
  • B.Sc.(Chemistry), Tamkang University
  • Vice General Manager of High Performance Plastic BU, LCY CHEMICAL CORP.
  • Vice General Manager of LCY TECHNOLOGY CORP.
R. O.C. Male Marketing

Business Management
Crisis Management
Knowledge of industry
International perspective
Leadership
Decision-Making

Director

Abby Pan
Representative of LEE CHANG YUNG COMPANY, LTD.

  • EMBA, National Taipei University
  • Bachelor of International Business, Feng Chia University
R. O.C. Female Finance

Business Management
Financial analysis
Crisis Management

Director

Regina Chung

  • MBA, Wharton School of the University of Pennsylvania
  • Senior assistant of Corporate Finance Trading Room, CityBank
R. O.C. Female Finance

Financial analysis
Crisis Management
International perspective

Independent
Director

SC Liu

  • Bachelor of Accounting, Soochow University
  • Chair Professor of Management, Fo Guang University
  • Independent Director, LCY CHEMICAL CORP.
  • Chairman, Kaohsiung Rapid Transit Corporation
  • National Policy Advisors to the President, Office of the President Republic of China(Taiwan)
  • Minister, Directorate-General of Budget, Accounting and Statistics, Executive Yuan R.O.C(Taiwan)
  • Director, Department of Accounting, Ministry of Education
R. O.C. Male Accounting

Operation Judgments
Accounting analysis
Crisis Management
Leadership
Decision-Making

Independent
Director

Wei-Hua Tu

  • Bachelor of Accounting, National Cheng Kung University
  • General Manager, Transformational Chemistry Transform Lives (TSRC Corporation)
R. O.C. Male Marketing

Operation Judgments
Accounting analysis
Crisis Management
Knowledge of industry
Leadership
Decision-Making

Independent
Director

James Chu

  • EMBA, National Central University
  • Bachelor of Chemistry, Tunghai University
  • Country Growth Champion, DuPont Taiwan Limited
  • CEO, Center for Academia and Industry Collaboration, National Central University
R. O.C. Male Industry

Operation Judgments
Crisis Management
Knowledge of industry
International perspective
Leadership
Decision-Making


Director diversity policy:
(1)In response to the Company’s business development, the BOD should be composed of professionals with industry, financial accounting, management, technology, and legal affairs, and at least 1 seat has a background in financial accounting.
(2)Emphasize the gender equality, BOD member should be 1 seat for female at least.
(3)BOD should be have directors of different nationalities.
(4)Directors for manager of Company concurrently should be less than one-half of the seats.
(5)Appoint a head of corporate governance to assist in strengthening the functions of the BOD.

Item Achieve Description
Expertise Reach 3 member have at least 5 years of Financial and Accounting analysis work experience
Gender Equality Reach 2 member are female
Nationalities Reach 1 member has Singapore nationality
Concurrently status Reach 0 member concurrently serving as manager of Company
Appointment head of corporate governance division Reach BOD has appointed the head of Corporate Governance on May 13, 2020




  • Audit Committee

    We will constantly strengthen our corporation governance to gear ourselves toward international standards. We have founded an Audit Committee according to law, which is affiliated under the Board of Directors, to replace the original duty of supervisors.
    main responsibility is to assist the board in overseeing the following:

      (1)Fair presentation of financial statements of Company.
      (2)Hiring (and dismissal), independence, and remuneration of certificated public accountants (CPA) of Company.
      (3)Formulate and revise the Company’s internal control system and procedures.
      (4)Assessment of the effectiveness of the internal control system of Company.
      (5)Asset transactions, derivatives trading, loans of funds, endorsements, or provision of guarantees of a mater nature.
      (6)Offering, issuance, or private placement of equity-type securities.
      (7)Appointment or discharge of a financial, accounting, or internal audit officer.
      (8)Compliance with relevant laws and regulations by Company.
      (9)Management of the existing or potential risks of Company.

    There are three members in the Audit Committee, who are all independent directors. The committee is operated under the Organic Regulation of the Audit Committee. The term of this Audit Committee will last from Jun 24, 2020 to Jun 23, 2023.

    Title

    Name

    Experience

    Note

    Convener

    SC Liu

    Bachelor of Accounting, Soochow University
    Chair Professor of Management, Fo Guang University
    Independent Director, LCY CHEMICAL CORP.
    Chairman, Kaohsiung Rapid Transit Corporation
    National Policy Advisors to the President, Office of the President Republic of China(Taiwan)
    Minister, Directorate-General of Budget, Accounting and Statistics, Executive Yuan R.O.C(Taiwan)
    Director, Department of Accounting, Ministry of Education

    2020/6/24 on board

    Member

    Wei-Hua Tu

    Bachelor of Accounting, National Cheng Kung University
    General Manager, Transformational Chemistry Transform Lives (TSRC Corporation)

    2020/6/24 on board

    Member

    James Chu

    EMBA, National Central University
    Bachelor of Chemistry, Tunghai University
    Country Growth Champion, DuPont Taiwan Limited
    CEO, Center for Academia and Industry Collaboration, National Central University

    2020/6/24 on board


  • Remuneration Committee

    To enhance corporate governance and to keep in line with international standards, we established a Remuneration Committee. The Committee assists the Board of Directors in reviewing corporate payroll structure, the performance and salary compensation of directors and managerial officer, and employee benefit policy and programs. The reviews serve as an important basis to attract, encourage, and maintain talented employees, in hopes of maximizing benefits for our shareholders.

    Members of the Remuneration Committee are appointed by the Board of Directors and operated under the Organic Regulation of the Remuneration Committee. The 5th Remuneration Committee is composed of independent directors. Its main duties include:

    • (1)Reviewing the Organic Regulation of the Remuneration Committee regularly
    • (2)Establish and regularly review the performance evaluation and remuneration policy, system, standards, and structure of directors and managerial officers.
    • (3)Decide compensation for directors and managers and carry out periodic evaluations

    The committee is operated under the Organic Regulation of the Remuneration Committee. The term of this Remuneration Committee will last from Jun. 24, 2020 to Jun. 23, 2023.

    Title

    Name

    Experience

    Note

    Convener

    James Chu

    EMBA, National Central University
    Bachelor of Chemistry, Tunghai University
    Country Growth Champion, DuPont Taiwan Limited
    CEO, Center for Academia and Industry Collaboration, National Central University

    2020/6/24 on board

    Member

    SC Liu

    Bachelor of Accounting, Soochow University
    Chair Professor of Management, Fo Guang University
    Independent Director, LCY CHEMICAL CORP.
    Chairman, Kaohsiung Rapid Transit Corporation
    National Policy Advisors to the President, Office of the President Republic of China(Taiwan)
    Minister, Directorate-General of Budget, Accounting and Statistics, Executive Yuan R.O.C(Taiwan)
    Director, Department of Accounting, Ministry of Education

    2020/6/24 on board

    Member

    Wei-Hua Tu

    Bachelor of Accounting, National Cheng Kung University
    General Manager, Transformational Chemistry Transform Lives (TSRC Corporation)

    2020/6/24 on board


  • Corporate Governance Division

    In order to strengthen the function of the BOD and furnishing information required for business execution by directors, we restructured the Secretariat into the Corporate Governance Division, which is responsible for corporate governance related matters, promoting corporate social responsibility and formulating sustainable development goals, etc. The BOD appointed the CFO Berry Tsai as the head of corporate governance on May 13, 2020, who has more than three years of experience in stock affairs and financial affairs in a public company.

    The head of corporate governance is responsible for furnishing information required for business execution by directors, assisting directors with legal compliance, assisting in onboarding and continuous development of directors, handling matters relating to board meetings and shareholders meeting according to laws and review and regularly report to the BOD on the implementation of corporate governance.

  • Audit Dept

    The Audit Dept. is an independent dept. with designated personnel who report directly to the BOD. Currently, 1 auditor is assigned as a full-time staff. The appointment qualifications are in accordance with the requirements of the competent authority. The assessment and compensation of the Chief Auditor are regularly reviewed by Remuneration Committee and report to the BOD. The assessment and compensation of member of Audit Dept. shall be submitted by the Chief Auditor to Chairman for approval.

    For improve the quality and ability of auditing, the auditors have continued to study the number of hours of internal audit professional courses per year in accordance with the regulations of the competent authority.

    In accordance with coThe execution of audit activities is in accordance with the Regulations Governing Establishment of Internal Control Systems by Public Companies. The audit object include financial, business, operational management aspects of Company and the subsidiaries. Audit reports are submitted on a regular basis and reviewed by the Chairman, as well as presented to the Audit Committee and the Board of Directors by the Chief Auditor. Special audit projects are implemented as needed. These audits enhance internal control and provide timely recommendations for future improvements.


    Each department conducts self-assessment every year, and the member of Audit Dept. review the results to evaluate the effectiveness of the overall internal control system. It is the basis for issuing internal control system declaration.

  • Financial Information Disclosure and Investor Relations

    The financial information of LCY TECHNOLOGY is published on the company website(http://www.lcyt.com)to provide complete, up-to-date, and fair disclosure of financial information and corporate governance to the public. Stakeholders can download annual reports, financial reports, financial information, corporate governance rules, and stock price and dividend information from company website. All information regarding our operation status and financial figures are complete, up-to-date, and transparent.

    Shareholders can also contact us by telephone or email. In addition to answering questions in detail, we also respond to all suggestions made at the shareholder’s meetings. We make announcements on Competent authority in a timely manner.

    Other than financial information, strategies for corporate sustainable development and potential risks and opportunities in business operations have become the focus of major institutional investors around the world in recent years. LCYT has always been cognizant of communicating with our investors; We make efforts in improving these shortcomings and seek sustainable development to safeguard the long-term investment value of our shareholders.

    We provide convenient channels of communication for our shareholders and stakeholders. We have also established the spokesperson system and created a web forum for investors to provide feedbacks, so that communication and advice could be offered. The mechanisms for shareholders or employees to make suggestions or give advice on business directions are:

    • (1)Shareholders can voice their opinions through shareholder’s meetings, company website or spokesperson.
    • (2)Employees can communicate and propose their ideas through established internal mechanisms.
    • (3)Stakeholders can propose suggestions through the reporting channel of the corporation’s website.

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