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Radiant Opto-Electronics upholds the principles of corporate governance, insisting on operational and informational transparency while emphasizing shareholder rights. In compliance with the Company Act, Securities and Exchange Act, and other relevant regulations, the Company has established a corporate governance framework and practical guidelines, creating a complete and efficient governance organization. The Board of Directors is responsible for supervising, appointing, and directing the management team, as well as overseeing the overall operation of the Corporation. As the highest governance unit of the Group, the Board of Directors plays a crucial role in ensuring the success of the Corporation.
In 2024, Radiant Opto-Electronics completed the re-election of the Board of Directors and elected Mr. Yu-Chao Wang as Chairman and CEO, leading the company to continue strengthening its core businesses and ensuring sustainable operations.
Diversity of Board Directors
The 11th Board of Directors of Radiant Opto-Electronics consists of 11 board members, including one female director and five independent directors. The Company aims to enhance management quality by introducing outstanding industry expertise and incorporating the perspectives of external stakeholders.
In addition to exercising the powers granted by the Company Act, the Articles of ncorporation, and shareholder resolutions, the Board of Directors supervises the overall operation of the Company, formulates business strategies and developments, identifies operational, financial, and tax risks, and also oversees the planning and implementation of the company’s sustainable development. In 2024, Radiant Opto- Electronics held 12 Board of Directors meetings, with an average board attendance rate of 89.31%.
The composition of the Board of Directors of Radiant Opto-Electronics takes into account organizational culture, business operations, and long-term development. The selection criteria are established, including but not limited to the following three key aspects, to ensure a diversified composition of the Board of Directors:
As per Article 20 of the "Code of Practice on Corporate Governance" for Radiant Opto-Electronics Corporation, the Corporation shall consider the professional backgrounds of candidates when selecting members for the Board of Directors. Additionally, appropriate diversity policies shall be formulated based on the Corporation’s operations, operating patterns, and development needs. The professional knowledge of the Board of Directors covers eight major areas:"operational judgment, business management, leadership decision-making, industry knowledge, financial accounting, international market perspectives, crisis management, and environmental management and social engagement." Among these, business management includes various aspects such as environmental, social, and corporate governance. This fully implements the concept of member diversity. Further information on the diversity and core competencies of the Board of Directors and functional committees is disclosed on the 'company website' and detailed in the annual report.
And the Functional Committee include:" Sustainable Development Committee, Audit Committee, Remuneration Committee, Risk Management Committee and Ethical Management Team.
Sustainable Development Committee
This committee operates under the Board of Directors, with no fewer than three members appointed by board resolution. Committee members may possess professional knowledge and capabilities in corporate sustainability, and more than half of the members should be independent directors. The Sustainable Development Committee consists of a total of eight members, with the Chairman and President serving as the convener, two senior managers acting as deputy conveners, and five independent directors serving as advisory members. In addition, the Sustainable Development Committee has established six functional teams: the "Employee Care and Social Participation Team," the "Environmental Sustainability Team," the "Corporate Governance Team," the "Low-Carbon Products Team," the "Energy Efficiency Team," and the "Green Procurement and Transportation Team." Each team is led by a relevant manager from the respective team. Furthermore, an Executive Secretary and a Sustainability Report Preparation Task Force have been established to carry out sustainable development affairs. Cross-departmental teams shall execute the aforementioned organizational tasks, compile implementation plans, and handle other sustainability-related matters, reporting their execution results to the full-time or part-time sustainability units or to the Sustainable Development Committee.
The Sustainable Development Committee divides its work according to the different issues of concern to stakeholders and formulates strategies, goals, and action plans for the Company in the environment, corporate governance, and society sectors through internal meetings, various questionnaires/surveys, and document signing. In 2024, two meetings were conducted. The agenda included the results of the 2023 Sustainability Report, the findings from the survey and analysis of material topics for 2024, and the 2024 material topics that were reviewed and approved by the Board of Directors. The Sustainable Development Committee convenes at least twice a year and reports on ESG strategies and execution results to the Board of Directors at least once annually. In 2024, two Board of Directors meetings were held, during which topics such as climate change risks, performance results, key focus areas, and the identification of annual material topics were reported. Through the committee's drive, we aim to expand the impact of corporate social responsibility, thoroughly implementing ESG management values within the company. By establishing meticulous task divisions, we ensure work progress and execution effectiveness, collectively weaving a landscape of sustainable development and mutual prosperity.
