Audit Committee
The Audit Committee primarily assists the Board of Directors in overseeing the proper presentation of the company’s financial statements, the appointment, dismissal, independence, and performance of certified public accountants, the effective implementation of internal controls, compliance with relevant laws and regulations, and the management of actual or potential company risks. The key matters reviewed by the Audit Committee include:
-
Establishing or revising internal control systems in accordance with Article 14-1 of the Securities and Exchange Act.
-
Evaluating the effectiveness of internal control systems.
-
Establishing or revising procedures for significant financial transactions—such as acquisition or disposal of assets, derivative transactions, loans to others, endorsements, or guarantees—in accordance with Article 36-1 of the Securities and Exchange Act.
-
Matters involving conflicts of interest with the Board of Directors.
-
Significant asset or derivative transactions.
-
Major loans, endorsements, or guarantees.
-
Issuance, public offering, or private placement of equity-type securities.
-
Appointment, dismissal, or remuneration of certified public accountants.
-
Appointment or removal of financial, accounting, or internal audit managers.
-
Annual and semi-annual financial reports.
-
Other significant matters required by the company or regulatory authorities.
The company’s Audit Committee is composed entirely of independent directors and meets at least once per quarter, with additional meetings held as necessary. During meetings, relevant department managers, internal audit personnel, accountants, or other individuals may be invited to attend and provide necessary information. The Committee may also, by resolution, engage lawyers, accountants, or other professionals to perform audits or offer consultations related to the exercise of its duties.