Audit Committee - Stark Technology Inc.
Audit Committee
The Company established an Audit Committee consists completely of independent directors on May 29, 2019, to exercise the powers prescribed by the Securities and Exchange Act, the Company Act, and other laws and regulations, and to assist the Board of Directors in fulfilling its supervision of the Company's quality and integrity in executing accounting, auditing, financial reporting processes, and financial controls.
The duties:
(1) Establish or amend the internal control system according to Article 14-1 of the Taiwan Securities and Exchange Act
(2) Evaluate the effectiveness of the internal control system
(3) Formulation or amendment to the procedures for the acquisition and disposal of assets, derivatives trading, lending funds to others, or providing endorsements/guarantees to others in accordance with Article 36-1 of the Securities and Exchange Act
(4) Matters involving directors’ own interests
(5) Significant asset or derivatives trading
(6) Significant loans or endorsements/guarantees to others
(7) Fundraising for, issuance, or private placement of equity securities
(8) Appointment, dismissal or remuneration of CPAs
(9) Appointment and dismissal of financial or accounting managers or chief internal auditor
(10) The annual financial reports signed or sealed by the Chairman, managers, and accounting manager, and the Q2 financial report that required CPA audit and certification.
(11) Other major matters stipulated by the Company or competent authorities
Work highlights:
(1) Reviewed the Q1, Q2, and Q3, financial statements and submitted them to the Board of Directors for discussion
(2) The Board of Directors prepared the 2024 business report, financial statements, and earnings distribution plan, which were audited by Ernst & Young Taiwan, by whom an audit report was issued. The aforementioned business report, financial statements, and earnings distribution plan were audited by the Audit Committee, and no discrepancies were found. Therefore, a report was submitted to the 2025 shareholders' meeting in accordance with the Securities and Exchange Act and the Company Act
(3) Evaluation of the independence and competence of certified public accountants (CPA)
(4) Ernst & Young and its affiliates non-confirmation service
(5) Review of Auditing Fees
(6) The effectiveness of the internal control system
(7) Performance evaluation of the Audit Committee
(8) Judgements on the lending of funds to others
(9) Authorization of the independent director to sign and approve audit reports
(10) To revise the Company's partial provisions for Procedures for the Engagement in Derivatives Trading
Operation:
The committee is composed of at least three directors nominated by the board of directors, of which more than half of the members should be independent directors.
The current term of tenure of the members is from May 29, 2025 to May 38, 2028. The members include Lu, Jui-Wen, Yu, Yung-Hung, Tang, Ying-Hua and Chu, Wei-Ling, who are all independent directors of the Company. Their professional qualifications and experience are detailed in the functional committee introduction.
A total of 4 Audit Committee meeting were held in the most recent (2024) year. The attendance of the committee members is as follows:
Title | Name | Attendance in Person | By Proxy | Attendance Rate (%) | Remarks |
Committee member | Tsai, Kun-Liang | 2 | 0 | 100% | Retired |
Convener | Lu, Jui-Wen | 4 | 0 | 100% | Reelected |
Committee member | Yu, Yung-Hung | 3 | 1 | 75% | Reelected |
Committee member | Tang, Ying-Hua | 4 | 0 | 100% | Reelected |
Committee member | Chu, Wei-Ling | 2 | 0 | 100% | New |
Matters specified in Article 14-5, Securities and Exchange Act:
Audit Committee Meetings | Motion Contents | Resolution of the Audit Committee | The Company’s response to the members' opinions |
12th meeting of 2nd term 2025.2.27 |
1. Proposal to approve the 2024 self-assessment results of the internal control system | Approved by all committee members present as proposed | Approved by all directors present as proposed |
2. Proposal on whether accounts receivable and other accounts that meet the criteria are considered lending funds in nature | |||
3. The 2024 Business Report and Financial Statements | |||
4. The 2024 earnings appropriation plan | |||
5. Evaluation of the competence and independence of certified public accountants (CPA) | |||
6. Ernst & Young and its affiliates non-confirmation service | |||
7. Review of audit fees for CPAs | |||
8. Proposal to change the CPAs appointed by the Company | |||
9. To lift non-competition restrictions on the newly elected directors | |||
13th meeting of 2nd term 2025.4.30 |
1. Proposal on whether accounts receivable and other accounts that meet the criteria are considered lending funds in nature | Approved by all committee members present as proposed | Approved by all directors present as proposed |
2. 2025 Q1 Financial Statements | |||
2nd meeting of 3rd term 2025.7.31 |
1. Proposal on whether accounts receivable and other accounts that meet the criteria are considered lending funds in nature | Approved by all committee members present as proposed | Approved by all directors present as proposed |
2. 2025 Q2 Financial Statements | |||
3. Authorization of the independent director to sign and approve audit reports |