Operational Structure

Sustainable Management
 
Sustainable Management
Board

The Board of Directors being the highest governance unit comprises 11 Directors, including 3 Independent Directors, on the 15th term , which term of office is three years starting June 8, 2018.

The Directors of OUCC all exercise their powers in accordance with the company law and the regulations, the rules of procedure for board meetings, and other relevant laws and regulations. We have established the “Corporate Governance Principles”, which is approved by the Board of Directors, and continue to strengthen all aspects and mechanisms of corporate governance, and strengthen the niche of OUCC’s sustainable management.

Sustainable Management
 
Remuneration Link to CSR Indicators

A Remuneration Committee has been established to determine and review the performance and remuneration of the Directors, and the management on a regular basis. Two meetings were held during 2020, with an attendance rate of 100%. The Remuneration Committee is mainly responsible for assisting the Board of Directors in setting up compensation policies and systems, and to review the performance appraisals of Directors and Managers.

The OUCC procedure for setting the remuneration of Directors is based on the “Procedure for the Board of Directors’ Performance Appraisal”, which evaluates the operating performance, potential operating risks in the industry, corporate social responsibility and development trends. The company will decide reasonable compensation with reference to individual performance, achievement rate, and contributions to the company. The Remuneration Committee and the Board of Directors review relevant performance appraisal and the reasonableness of the compensation, and the remuneration system is reviewed when necessary according to the actual operating conditions and relevant laws and regulations in order to reach a balance between corporate sustainability and risk control.

Sustainable Management

The remuneration of Directors as well as bonuses for employees are set in accordance with the annual operating performance of the Company. Additional proceeds are distributed depending on overall operating performance, taking into account a market salary survey made by a professional management consulting firm, an investigation related to the industry salary levels and those of listed companies, and the overall financial risk of the business environment.

The operations and financial arrangements of the OUCC are independent from those of affiliated companies. All interaction with them is handled in accordance with the “Regulations Governing the Transactions of Related Parties,” “Procedures for the Acquisition and Disposal of Assets,” “Procedures for the Capital Lending to Others,” “Procedures for Endorsement and Guarantee,” and other relevant provisions. A risk control mechanism and a computer firewall have been properly set up.

Anti-corruption Mechanism

To improve the stipulation, supervision, and implementation of best practice in all management policies and precautionary programs, the Directors, Managers, and all employees of OUCC are bound to comply with relevant codes of conduct as published and posted on the company website for communication and advocacy with related stakeholders. The codes of conduct serve to standardize ethical behavior throughout the company that all employees engaged in commercial acts shall not, directly or indirectly, offer, promise, request, or receive any improper benefit, or engage in acts of bad faith, breach of trust or fiduciary duty, or any other illegal conduct.

It is clearly stated in the “Rules of Procedure for Board of Directors Meetings” that all Directors are bound to evade the interest, so that the Board of Directors may fulfill their obligations in good faith and ensure the implementation of a bestpractice business principle.

OUCC has multiple communication channels for stakeholders to report the relevant wrongful acts. Should any violation of the regulations for ethical corporate management, it may be reported to the Company’s Managerial Officers, Department Heads, and other suitable supervisors with the “Whistle-blowing” mechanism.

Sustainable Management
Sustainable Management