In order to protect shareholder rights, strengthen corporate governance, and enhance the functions of the Board of Directors, King House established the position of Corporate Governance Officer in accordance with legal requirements in 2024. On February 26, 2024, the Board of Directors approved the appointment of Shun-Ya Chuang, from the Finance Department, as the Corporate Governance Officer. The main responsibilities of the Corporate Governance Officer are as follows：
i. To handle matters related to the meetings of the board of directors and shareholders’ meetings in accordance with the law.
ii. To prepare minutes of the board of directors and shareholders’ meetings.
iii. To assist directors in their induction and continuing education.
iv. To provide the information necessary for the directors to carry out their business.
v. To assist directors in complying with laws and regulations.
vi. To report to the Board of Directors the results of its review of whether the qualifications of independent directors at the time of nomination, election and during their term of office comply with relevant laws and regulations.
vii. To handle matters related to the change of directors.
viii. Other matters stipulated in the articles of association or contract, etc.
i. Handle the convening of the board of directors, functional committees and shareholders’ meetings in accordance with the law：
1. Prepare various agendas, prepare meeting materials, and notify the directors seven days in advance; The proposal for the director’s interest recusal shall be reminded in advance.
2. Assist in the release of material information on important resolutions of the board of directors to ensure the legality and correctness of their contents, so as to ensure the reciprocity of investors’ transaction information.
3. Handle the pre-registration of the date of the shareholders’ meeting, the preparation of the notice of the meeting, the meeting handbook and the implementation of relevant declaration matters in accordance with the law.
ii. Preparation of minutes of the board of directors and shareholders’ meetings: complete and send the minutes to each director within 20 days, and report to the public information observatory within the prescribed time limit.
iii. Assist directors in taking office and continuing their education: Assist directors in formulating annual training plans and arranging courses according to the characteristics of the company’s industry and the educational and experience background of directors.
iv. To provide the information necessary for the directors to carry out their business：
1. To provide information on the latest laws and regulations on corporate governance and food safety and hygiene management measures to each director from time to time.
2. Provide corporate information necessary for directors to perform their duties, and maintain smooth communication between directors and department heads.
3. Assist in arranging meetings and communication between independent directors and internal audit supervisors and certified public accountants to understand the company’s internal control system and financial status.
v. To assist directors in complying with laws and regulations：
1. To provide information on the latest laws and regulations on corporate governance and food safety and hygiene management measures to each director from time to time.
2. Regularly report to the Board of Directors and functional committees on the status of corporate governance, and confirm that the Corporate Governance Code complies with the current laws and regulations.
vi. To report to the Board of Directors on the qualifications for the appointment of independent directors on a regular basis to ensure that their professional background complies with current laws and regulations.
vii. Handling matters related to the change of directors:
1. Handle the re-election of the board of directors in 2024 and related declaration operations.
2. Handle the change of chairman in 2024.
viii. Other matters stipulated in the articles of association or contract：formulating and promoting corporate governance policies and corporate governance evaluation.
