Wisdom’s Board of Directors consists of 9 directors, and 5 of them are independent directors.
The candidates nomination system is adopted by Wisdom for election of the directors, which is
expressly stipulated in the Articles of Incorporation of the Company 74.
1. The resolution of financial and operational strategies of the Company.
2. The audit of the internal control and operation results of the Company.
3. The approval of material transaction and investment of the Company.
4. The endorsement of subsidiaries’ monetary loan.
5. The approval of the material HR arrangement of the Company.
6. Complying with ROC Laws and Regulations and the TWSE Corporation Rules related to TWSE listing.
◎The Election of Independent Directors
The Company has adopted a candidate nomination system. According to the regulation of receiving
nominations of independent director candidates which was announced at March 3, 2021, any shareholder
holding 1% or more of the total number of outstanding shares issued by the Company may submit to the
Company in writing a roster of independent director candidates during the nomination period
(March,15 2021 to March 25 ,2021).
According to board minutes at March 26, 2021, there was no shareholder holding 1% or more of the total
number of outstanding shares issued by the Company submitted to the Company in writing a roster of
independent director candidates. The Board of Directors have reviewed the qualifications of the
candidates and approved the following list of candidates : Lin,Tse-Chun, Chiu,Yung-Ho, Liu,Tsai-Ching,
Maa, Kwo-Juh, Chen, Ching-Yi.
◎The Company had finished the election for 6th Board of Directors in 2021 AGM, and the elected
independent directors were as follows : Lin,Tse-Chun, Chiu,Yung-Ho, Liu,Tsai-Ching, Maa, Kwo-Juh,
◎Professional knowledge and independence of Directors
◎Board diversity and independence
Given the unique nature of the shipping business, we work with partners with various backgrounds
in the global market. Diversity on the board of directors and in the workforce is a valuable element
to the company's operations. However, diversity also means a wide range of attributes. In the interest
of consistency and stability, the disclosure of information lists only gender, nationality, age,
concurrent positions as employee, and professional background.
Board diversity in practice at present is implemented as follows:
The current members of the board of directors of the company (including 5 independent directors)
includes 1 Japanese director (11%) and 1 director who is serving as the company's employee (11%).
There is an emphasis on gender diversity on the board. There are currently 2 female directors,
who make up 22% of the board membership.
All current members of the board of directors of the company are in compliance with Article 26-3,
Paragraph 3 and Paragraph 4 of the Securities and Exchange Act. None of the board members
(including the 5 independent directors) is a spouse or relative within the second degree of kinship
to another board member.
"All independent directors meet the requirements for active qualifications, passive qualifications,
and independence in the Regulations Governing Appointment of Independent Directors and Compliance
Matters for Public Companies."
In addition to compliance with the aforesaid regulations, the independent directors have made up
more than half of the board membership since 2012, which also reflects independence of the board