Board of Director
According to the Articles of Incorporation, the Company shall have seven to nine Directors (including three Independent Directors). The Directors shall be elected at the Shareholders' Meeting and they are selected due to their competence and disposing capacity. They shall have a three-year term of office. The Directors shall constitute the Board, which is responsible for executing business of the Company. The Chairman shall be elected at a meeting attended by at least two-thirds (2/3) or more of the entire Directors and by a simple majority vote of the Directors present at the meeting and may also elect a Vice Chairman in the same manner. The Chairman of the Board of Directors shall externally represent the Company and oversee corporate operations. To enhance corporate governance and strengthen the Board's functions, the Board of Directors has established an "Audit Committee", "Remuneration Committee", and "Sustainability Committee".
Introduction of Board Members
| Title | Name | Main Education & Experience |
|---|---|---|
| Chairman |
HUI Corporation
Representative : Chang, Yen-I
|
Education :
Experience :
|
| Director | Chang, Kuo-Hua |
Education :
Experience :
|
| Director |
Scept Corporation
Representative: Ko, Lee-Ching
|
Education :
Experience :
|
| Director |
HUI Corporation
Representative : Tai, Jiin-Chyuan
|
Education :
Experience :
|
| Director |
Scept Corporation
Representative : Wu, Kuang-Hui
(Appointed on Jan. 1, 2024)
|
Education :
Experience :
|
| Director |
Evergreen Steel Corp.
Representative : Lin, Wen-Kuei
(Appointed on Jan. 1, 2024)
|
Education :
Experience :
|
| Independent Director | Yu, Fang-Lai |
Education :
Experience :
|
| Independent Director | Li, Chang-Chou |
Education :
Experience :
|
| Independent Director | Chang, Chia-Chee |
Education :
Master degree-
Bachelor degree-
Experience :
|
Title
Chairman
Name
HUI Corporation
Representative : Chang, Yen-I
Education :
- Taipei College of Maritime Technology in Navigation (Now called Taipei University of Marine Technology)
Experience :
- Director, Evergreen International Storage & Transport Corp. (Concurrent Position)
- Director, Taiwan Terminal Services Corp. Ltd. (Concurrent Position)
- Director, Taipei Port Container Terminal Corp. (Concurrent Position)
- Chairman, Taipei Port Container Terminal Corp.
- Chairman, United Stevedoring Corp.
- President, Greencompass Marine S.A.
Title
Director
NameChang, Kuo-Hua
Main Education & ExperienceEducation :
- Taipei College of Maritime Technology in Marine Engineering (Now called Taipei University of Marine Technology)
Experience :
- Director, Evergreen International Corp. (Concurrent Position)
- Vice Chairman, Evergreen Marine Corp. (Taiwan) Ltd.
- President, Evergreen Marine Corp. (Taiwan) Ltd.
Title
Director
Name
Scept Corporation
Representative: Ko, Lee-Ching
Education :
- National Keelung Girls' Senior High School
Experience :
- Director, EVA Airways Corp. (Concurrent Position)
- Director, Evergreen International Storage & Transport Corp. (Concurrent Position)
- Director, Evergreen Steel Corp. (Concurrent Position)
- Supervisor, Evergreen Sky Catering Corp. (Concurrent Position)
- Vice Group Chairman, Evergreen Group
- Chef Financial Officer, Evergreen Group
- Chairman, Evergreen International Corp.
Title
Director
Name
HUI Corporation
Representative : Tai, Jiin-Chyuan
Education :
- Master of Maritime Law, National Taiwan Ocean University
Experience :
- Chairman, Central Reinsurance Corp. (Concurrent Position)
- Director, Evergreen International Storage & Transport Corp. (Concurrent Position)
- Director, EVA Airways Corp. (Concurrent Position)
- Director, Evergreen Steel Corp. (Concurrent Position)
- Director, Evergreen Sky Catering Corp. (Concurrent Position)
- Director, Taipei Port Container Terminal Corp. (Concurrent Position)
- Director, President, and Executive Vice President of Legal Department of Evergreen International Corp.
Title
Director
Name
Scept Corporation
Representative : Wu, Kuang-Hui
Education :
- Master of Business Administration, National Sun Yat-Sen University
Experience :
- President, Evergreen Marine Corporation (Taiwan) Ltd. (Concurrent Position)
- Director, Taipei Port Container Terminal Corp. (Concurrent Position)
- The Chief Executive Vice President of Evergreen Marine Corporation (Taiwan) Ltd.
- Executive Vice President, Finance Department of Evergreen Marine Corporation (Taiwan) Ltd.
Title
Director
Name
Evergreen Steel Corp.
Representative : Lin, Wen-Kuei
Education :
- National Taiwan Ocean University Merchant Marine (Now called National Taiwan Ocean University)
Experience :
- Chief Executive Vice President, Evergreen Marine Corporation (Taiwan) Ltd. (Concurrent Position)
- Director, Taipei Port Container Terminal Corp. (Concurrent Position)
- Evergreen Shipping Agency (Netherlands) B.V. President
- Div. Chief of Logistics Div. of Evergreen Marine Corp. (Taiwan) Ltd.
Title
Independent Director
NameYu, Fang-Lai
Main Education & ExperienceEducation :
- MBA of Institute of Management Science, National Chiao Tung University (Now called National Yang Ming Chiao Tung University)
- Bachelor of Transportation & Communication Management Science, National Cheng Kung University
Experience :
- Independent Director, Evergreen Marine Corporation (Taiwan) Ltd. (Concurrent Position)
- Independent Director, Evergreen International Storage & Transport Corp.
- Director, China Aviation Development Foundation
- Chairman, Chunghwa Post Co., Ltd.
- Political Deputy Minister, Ministry of Transportation & Communications
- Administrative Deputy Minister, Ministry of Transportation & Communications
Title
Independent Director
NameLi, Chang-Chou
Main Education & ExperienceEducation :
- Master of Accounting, University of Illinois at Urbana-Champaign
Experience :
- Independent Director, Silicon Optronics, Inc. (Concurrent Position)
- Independent Director, St.Shine Optical Co., Ltd. (Concurrent Position)
- Independent Director, Hotai Insurance Co., Ltd. (Concurrent Position)
- Partner, CPA, Zhi Cheng CPA Firm
- Partner, PricewaterhouseCoopers, Taiwan
Title
Independent Director
NameChang, Chia-Chee
Main Education & ExperienceEducation :
Master degree-
- Law, National Taiwan University
- Medicine Institute of Molecular Medicine, National Taiwan University
- Accounting and Information Technology, National Chung Cheng University
Bachelor degree-
- Medicine, National Taiwan University
- Law, National Taiwan University
- Business Administration, National Taiwan University
Experience :
- Tai-Yang Life Science Business Law Office Attorney-in-Charge (Concurrent Position)
- Doctor of Division of Nephrology, Taipei Veterans General Hospital
The Diversification and Independence of the Company's Board of Directors is as follows:
Implementation of the Diversity Policy on Board Members
The current directors of the Company have expertise in various fields, including transportation management, business management, law, finance accounting, government and supervision, and information and technology among others. This diversity can enhance the professionalism of the Board of Directors' decision-making and contribute to the Company's long-term development and operation.
| Director | Diversity | GICS Level 1 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Basic Composition | Independence (Note 2) | Professional Knowledge/skills | |||||||||||||
| Title | Name | Nationality | Gender | Age | Employee of the Company | Tenure of Independent Director less than three | Business Management | Transportation Management | Finance Accounting | Law | Government & Supervision | Information Technology | Medical Science | ||
| Chairman | Chang, Yen-I | R.O.C | Male | 61-70 | v | v | v |
Industrials
|
|||||||
| Director | Chang, Kuo-Hua | R.O.C | Male | 61-70 | v | v | v |
Industrials
|
|||||||
| Director | Ko, Lee-Ching | R.O.C | Female | 71-80 | v | v | v | v | v |
Industrials
Financials
Consumer Staples
|
|||||
| Director | Tai, Jiin-Chyuan | R.O.C | Male | 61-70 | v | v | v | v | v |
Industrials
Real Estate
Consumer Staples
Financials
|
|||||
| Director | Wu, Kuang-Hui | R.O.C | Male | 61-70 | v | v | v | v |
Industrials
Financials
|
||||||
| Director | Lin, Wen-Kuei | R.O.C | Male | 61-70 | v | v | v |
Industrials
|
|||||||
| Independent Director | Yu, Fang-Lai | R.O.C | Male | 71-80 | v | v | v | v | v |
Industrials
Utilities
|
|||||
| Independent Director | Li, Chang-Chou | R.O.C | Male | 51-60 | v | v | v | v |
Financials
Industrials
Healthcare
Information Technology
|
||||||
| Independent Director | Chang, Chia-Chee | R.O.C | Male | 61-70 | v | v | v | v | v | v |
Financials
Information Technology
Healthcare
Consumer Discretionary
|
||||
-
TitleNameChairmanChang, Yen-I
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 61-70 x x Independence (Note 2) : v Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v v x x x x x GICS Level 1 Industrials
-
TitleNameDirectorChang, Kuo-Hua
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 61-70 x x Independence (Note 2) : v Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v v x x x x x GICS Level 1 Industrials
-
TitleNameDirectorKo, Lee-Ching
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Female 71-80 v x Independence (Note 2) : v Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v v v x x x x GICS Level 1 Industrials, Financials, Consumer Staples
-
TitleNameDirectorTai, Jiin-Chyuan
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 61-70 v x Independence (Note 2) : v Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v v x v x x x GICS Level 1 Industrials, Real Estate, Consumer Staples, Financials
-
TitleNameDirectorWu, Kuang-Hui
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 61-70 v x Independence (Note 2) : Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v v v x x x x GICS Level 1 Industrials, Financials
-
TitleNameDirectorLin, Wen-Kuei
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 61-70 v x Independence (Note 2) : Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v v x x x x x GICS Level 1 Industrials
-
TitleNameIndependent DirectorYu, Fang-Lai
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 71-80 x v Independence (Note 2) : v Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v v x x v x x GICS Level 1 Industrials, Utilities
-
TitleNameIndependent DirectorLi, Chang-Chou
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 51-60 x v Independence (Note 2) : v Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v x v x x x x GICS Level 1 Financials, Industrials, Healthcare, Information Technology
-
TitleNameIndependent DirectorChang, Chia-Chee
Diversity - Basic Composition Nationality Gender Age Employee of the Company Tenure of Independent Director less than three R.O.C Male 61-70 x x Independence (Note 2) : v Diversity - Professional Knowledge/skills Business Management Transportation Management Finance Accounting Law Government & Supervision Information Technology Medical Science v x v v x v v GICS Level 1 Financials, Information Technology, Healthcare, Consumer Discretionary
- Director who meets the independence requirements (refer to S&P Global Corporate Sustainability Assessment), shall meet at least 4 of the 9 criteria (of which at least 2 of the 3 first criteria) listed below:
- The director must not have been employed by the company in an executive capacity within the last year.
- The director must not accept or have a “Family Member who accepts any payments from the company or any parent or subsidiary of the company in excess of $60,000 during the current fiscal year”, other than those permitted by SEC Rule 4200 Definitions, including i) payments arising solely from investments in the company's securities; or ii) payments under nondiscretionary charitable contribution matching programs. Payments that do not meet these two criteria are disallowed.
- The director must not be a “Family Member of an individual who is [...] employed by the company or by any parent or subsidiary of the company as an executive officer.”
- The director must not be (and must not be affiliated with a company that is) an adviser or consultant to the company or a member of the company's senior management.
- The director must not be affiliated with a significant customer or supplier of the company.
- The director must have no personal services contract(s) with the company or be a member of the company's senior management.
- The director must not be affiliated with a not-for-profit entity that receives significant contributions from the company.
- The director must not have been a partner or employee of the company's outside auditor during the past year.
- The director must not have any other conflict of interest that the board itself determines to not be considered independent.
- The qualifications of the Company's Independent Directors met the requirements of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”. Please refer to the Company's Annual Report for more information.
According to the Article of Incorporation of the Company, the Company shall elect nine directors (including three independent directors), whose term of office shall be three years. The election of the Directors shall adopt the candidate nomination system provided in the Article 192-1 of the Company Act and the Article of Incorporation of the Company.
Election of Directors in 2023
-
Nomination and Candidates
- The nomination period for accepting the roster of director candidates was from February 20 to March 1, 2023. Any shareholder holding 1% or more of the outstanding shares issued by the Company may submit to the Company in writing a roster of director candidates. During the nomination period mentioned above, no shareholders submitted rosters of director candidates to the Company.
- The Board made on a resolution on March 14, 2023 to nominate a roster of nine director candidates (including three independent directors) - Chang, Yen-I (representative of HUI Corporation) / Chang, Kuo-Hua / Ko, Lee-Ching (representative of Scept Corporation) / Tai, Jiin-Chyuan (representative of HUI Corporation) / Hsieh, Huey-Chuan (representative of Scept Corporation) / Wu, Kuang-Hui (representative of Evergreen Steel Corp.) / Yu, Fang-Lai (independent director) / Li, Chang-Chou (independent director) / Chang, Chia-Chee (independent director). The professional knowledge, experiences and diverse background of all director candidates were in line with the Company's future development needs. The qualifications of three independent director candidates met the requirements of the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies".
-
Election Results
The nine Directors (including three independent directors) of the Company were elected at the 2023 Annual Shareholders' Meeting. The new directors were listed as below:
Item Name Directors HUI Corporation
Representative：Chang, Yen-IChang, Kuo-Hua Scept Corporation
Representative：Ko, Lee-ChingHUI Corporation
Representative：Tai, Jiin-ChyuanScept Corporation
Representative：Hsieh, Huey-ChuanEvergreen Steel Corp.
Representative：Wu, Kuang-HuiIndependent Directors Yu, Fang-Lai Li, Chang-Chou Chang, Chia-Chee
Directors' Attendance Status
The term of office of current Board is from May 30, 2023 to May 29, 2026.
The Board of Directors' meeting was convened 17 times as of Dec. 25, 2024. Attendance by directors is as follows:
| Title | Name | Attendance in Person (B) | By Proxy | Required Numbers of Attendance (A) | Attendance Rate (%)【B/A】 | Remarks |
|---|---|---|---|---|---|---|
| Chairman |
Chang, Yen-I
(Representative of HUI Corporation) |
17 | 0 | 17 | 100% |
-
|
| Director | Chang, Kuo-Hua | 15 | 2 | 17 | 88.24% |
-
|
| Director |
Ko, Lee-Ching
(Representative of Scept Corporation) |
17 | 0 | 17 | 100% |
-
|
| Director |
Tai, Jiin-Chyuan
(Representative of HUI Corporation) |
17 | 0 | 17 | 100% |
-
|
| Director |
Wu, Kuang-Hui
(Representative of Scept Corporation) |
10 | 0 | 10 | 100% |
Appointed on Jan. 1, 2024
|
| Director |
Lin, Wen-Kuei
(Representative of Evergreen Steel Corporation) |
10 | 0 | 10 | 100% |
Appointed on Jan. 1, 2024
|
| Director |
Wu, Kuang-Hui
(Representative of Evergreen Steel Corporation) |
7 | 0 | 7 | 100% |
Term ceased on Jan. 1, 2024
|
| Independent Director | Yu, Fang-Lai | 17 | 0 | 17 | 100% |
-
|
| Independent Director | Li, Chang-Chou | 17 | 0 | 17 | 100% |
-
|
| Independent Director | Chang, Chia-Chee | 17 | 0 | 17 | 100% |
-
|
-
Title
Chairman
NameChang, Yen-I
Attendance in Person (B)
(Representative of HUI Corporation)17
By Proxy0
Required Numbers of Attendance (A)17
Remarks- -
Attendance Rate (%)【B/A】100%
-
Title
Director
NameChang, Kuo-Hua
Attendance in Person (B)15
By Proxy2
Required Numbers of Attendance (A)17
Remarks- -
Attendance Rate (%)【B/A】88.24%
-
Title
Director
NameKo, Lee-Ching
Attendance in Person (B)
(Representative of Scept Corporation)17
By Proxy0
Required Numbers of Attendance (A)17
Remarks- -
Attendance Rate (%)【B/A】100%
-
Title
Director
NameTai, Jiin-Chyuan
Attendance in Person (B)
(Representative of HUI Corporation)17
By Proxy0
Required Numbers of Attendance (A)17
Remarks- -
Attendance Rate (%)【B/A】100%
-
Title
Director
NameWu, Kuang-Hui
Attendance in Person (B)
(Representative of Scept Corporation)10
By Proxy0
Required Numbers of Attendance (A)10
RemarksAppointed on Jan. 1, 2024 -
Attendance Rate (%)【B/A】100%
-
Title
Director
NameLin, Wen-Kuei
Attendance in Person (B)
(Representative of Evergreen Steel Corporation)10
By Proxy0
Required Numbers of Attendance (A)10
RemarksAppointed on Jan. 1, 2024 -
Attendance Rate (%)【B/A】100%
-
Title
Director
NameWu, Kuang-Hui
Attendance in Person (B)
(Representative of Evergreen Steel Corporation)7
By Proxy0
Required Numbers of Attendance (A)7
RemarksTerm ceased on Jan. 1, 2024 -
Attendance Rate (%)【B/A】100%
-
Title
Independent Director
NameYu, Fang-Lai
Attendance in Person (B)17
By Proxy0
Required Numbers of Attendance (A)17
Remarks- -
Attendance Rate (%)【B/A】100%
-
Title
Independent Director
NameLi, Chang-Chou
Attendance in Person (B)17
By Proxy0
Required Numbers of Attendance (A)17
Remarks- -
Attendance Rate (%)【B/A】100%
-
Title
Independent Director
NameChang, Chia-Chee
Attendance in Person (B)17
By Proxy0
Required Numbers of Attendance (A)17
Remarks- -
Attendance Rate (%)【B/A】100%