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Company Governance

Operation Overview

Everlight and its subsidiaries focus on the manufacture of photoelectric components which can be further divided into two categories: light-emitting and sensor components. In response to the use of LED lights in automotive lighting due to safety and reliability requirements, Everlight introduces a variety of LED components that comply with the automotive standards (AEC-Q101). Everlight is committed to improving its production efficiency. In 2019, the Company recorded a production value of NTD17,516,618 thousand, with the output at 24,520,132 thousand pieces. To provide high-quality products and efficient service to its large client base, Everlight has set up offices all over the world, including Asia, Europe, America and other regions.

For information on Everlight's sales channels, please refer to the webside: http://www.everlight.com/wheretobuy.aspx

Company Structure

The Board of Directors is the Company’s highest management unit. To continue improving Everlight’s management structure, operational performance and practice corporate social responsibility, the Company’s board of directors will establish an “Audit Committee” and a “Compensation Committee” to carry out supervision, auditing, and management functions of the board; increase the quality and effectiveness of decisions; improve the functions of the board; protect stakeholders’ interests, and disclose company information in a fair and transparent manner.

Information disclosure is the basic condition for corporate governance. Everlight has spared no effort in the realization of making information transparent, so that investors can make correct judgments based on the situations they’re currently in. In addition to the board of directors’ meetings, annual shareholders’ meeting and investor conferences explaining the company’s finances and operating situation every year, the company also set up an “investor relations area” on the website to immediately disclose information related to corporate governance, business announcements, financial statements, major news, and investor conferences, internal audits, corporate social responsibility area and stakeholders zone, etc. The contents of investor conferences session can also be viewed on the company website. Meanwhile, Everlight also published detailed information on the stock exchange “Market Observation Post System.” Everlight does not disclose information in one direction. In addition, the company has a spokesperson. The spokesperson or deputy spokesperson directly deals with customers, shareholders, and listens to shareholders’ suggestions regarding the company’s operations, and immediately handles various needs. If any stakeholders of Everlight have any questions, they may contact the company by phone, fax or email and the company will respond as soon as possible.


For detailed information of Everlight’s board members, please refer to “Everlight Electronics Co., Ltd. 2019 Annual Report.”http://www.everlight.com/investordetail.aspx?pcseq=15&cseq=22

Integrity Operation

“Integrity and Honesty” are the key philosophy of the Everlight’s culture. To establish the corporate culture, sound development, and good business operation with regard to the integrity operation, the Company formulates our self-regulations, such as “The Practical Code of Corporate Governance”, “The Code of Integrity Operation”, and “The Code of Ethics for Employees”. Among them, the first two codes are used to specify the moral standard and behavior norm for the company’s directors and managers to follow when executing their duties.

“The Code of Ethics for Employees” defines that employees are not allowed to make special offers when conducting transactions with related parties. They shall not make requests, offerings, payments, accept things such as gifts, entertainment, kickbacks, bribes or other improper gains for the benefit of themselves or a third party when performing their duties. Once the improper behaviors mentioned above are discovered, the involved personnel will be reported to the Personnel Committee for punishment.

With respect to the management of integrity operation, Everlight has investigation teams and complaint hotlines for corruption and bribery incidents, and is always ready to take in reports from insiders and outsiders. We encourage employees to be named or anonymous when they’re reporting legal violations and policies for employees. The company will do its utmost to maintain confidentiality and protect the individual from being threatened. If the colleagues fail to determine whether the act has been illegal, they can immediately express their opinions to the complaint hot line and send an email of an electronic “Employee Opinion Report,” or “Chairman’s Mailbox” and the head of the Human Resources Department or the unit in question will directly reply to the questions raised by that colleague. The complaint hotline (0800-086-586), complaint mailbox (086568@everlight-ck.com), and fair trade dedicated mailbox (legal@everlight.com) are set up to take in reports from insiders and outsiders at any time. As for the employee violated the ethics code, we will take the disciplinary action.

Legal Compliance

Everlight is committed to conducting business in accordance with the principles of integrity and honesty, and complies with the legal and ethical standards of the countries in which it operates in. It also regards comprehensive legal compliance as an important policy of the company, and continuously strengthens legal compliance using the sound management system, implementation of identifying the law and regulation, and educational training as implementation guidelines.

Everlight has established a comprehensive regulatory compliance system and formulated compliance policies. The system irregularly monitors any changes in domestic and foreign laws that may have a significant impact on the company’s operations. The personnel at each location are responsible for the identification of the law and regulation to ensure that global operations comply with the laws and regulations of the respective country. Meanwhile, we follow the management organization structure by using a complete risk management framework, promotion and identification to methodically understand the risks worth attention for the business management. The Company then uses its internal control management system to prevent and minimize the risks that may possibly arise from the fraudulent and improper conduct, while performing internal cross-unit reviews or external audits to ensure the compliance in the related implementation.

Code of conduct and norm of ethics for employees

The Company communicates key concepts to staffs, such as the corporate culture, code of employee’s practice, and teamwork by implementing the “educational training for new hires,” “employee card,” “notice board,” and “employee portal site” The Company requires all employees to abide by the integrity regulations and ethical behavior standards. Employees are prohibited from accepting any form of gift and when they join the company, they must sign the “Integrity, Honesty and Intellectual Property Rights Agreement.” and receive a one-hour training related to regulations of the Trade Secrets Act during the new hire training sessions.

Everlight Employee Code of Conduct:

Anti-corruption

Integrity is one of our fundamental business philosophies and is deeply rooted in the corporate culture. Directors, audit committee, professional managers and employees follow the provisions of the “Integrity, Honesty and Intellectual Property Agreement” and strictly abide by the 8th article of the agreement, “Integrity and Honesty.” Any violation of business ethics will not be tolerated. The personnel will use their professionalism and diligent management to create the best interests of shareholders. To maintain fair trade and prevent corruption and bribery, Everlight requires employees and related parties not to give preferential treatment when conducting transactions, and may not make requests, offerings, payments, accept things such as gifts, entertainment, kickbacks, bribes etc. for the benefit of themselves or others when performing their duties.

All board members and employees of Everlight have accepted the company’s integrity and anti-corruption policy delivery, and have conducted anti-corruption policy education and training. The procurement department has also delivered the anti-corruption policy to all suppliers. Meanwhile, Everlight will be bound to fully cooperate with the client if they invite the company to sign an anti-corruption memorandum. The donation or sponsorship made by the company is conducted in accordance with the internal regulations of the company to prevent any offering or receiving bribes or illegal political contributions from happening.

Everlight pursues sustainable operations and protects the rights and interests of the Group’s companies through comprehensive regulations. In 2019, there were no confirmed cases of corruption and bribery, infringements of customer privacy, losses of customer information, and legal violations regarding the company’s business operations. The image of decent management has been repeatedly recognized and approved by the company’s partners.

Fair trade

Everlight has possessed professionalism and integrity, and adheres to the principles of law-abiding and decent management to ensure fair trade, fair competition, and prevent of unfair competition and monopoly. The company has fairly and openly strived for business objectives, whether or not they are for project bids, executing contracts or procurement cases. In doing so, the company aims to improve the efficiency and quality of outsourcing and procurement while carefully complying with the spirit of fair trade. To maintain the fair trade principle, Everlight requires all employees not make requests, offerings, payments, accept things such as gifts, entertainment, kickbacks, bribes, etc. for the benefit of themselves or third parties when performing their duties If any violation of the regulations is discovered, anyone may report it in accordance with the instructions of the internal reporting operation instructions. Everlight will execute the investigation procedure and the subsequent punishments impartially. Everlight will maintain the confidentiality of the whistleblower’s identity and the contents of the report. The company will also actively investigate and handle the case. Those who violate the regulations of integrity operation will be punished based to the seriousness of the circumstances.

The Company reminds the employee of the behavior norm that they shall obey through the employee portal site and electronic notice board, and promote the Everlight’s integrity policy to the visiting suppliers or visitors in order to maintain the shareholders’ rights and our image and assets. We also request our suppliers to sign our “Supplier Social Responsibility Commitment,” which requires them to adopt high ethical standards of integrity. Proper management and monitoring can prevent activities that violate business integrity principle, including bribery, gifts and fraud. All new suppliers are required to sign an “Honesty Letter of Commitment.”

In addition, Everlight requires directors and managers to be self-disciplined; treat business contacts and employees fairly; not obtain information through manipulation, concealment or abuse of their positions; offer misrepresentation of important matters or use other unfair trading methods to obtain improper benefits, in order to maintain our zero violation of relevant rules. In 2019, Everlight did not have any legal actions involving anti-competitive behavior, antitrust and monopolistic conduct, incidents involving products and services not complying with regulations on information and labeling, and incidents involving non-compliance with marketing-related regulations.

Information Security

Everlight’s protection of information security covers employees, customers, suppliers, shareholders, and operational-related information hardware and software equipment. All information security rules and regulations were established based on technical insurance, application and data security standards, and are incorporated into the management system to protect the privacy and information security of employees, suppliers and customers in business contacts. Looking at the company’s information systems and technology, the servers and personal computers have had the software regularly updated and swept to prevent damage caused by viruses and malware in order to protect computer security. For internet connections, a hardware firewall was installed on the network connection line, and all internal and external communication is regulated by various firewall rules. There are also mail filters that will filter all incoming mail, which can effectively reduce the risk of various types of mail attacks, such as the junk mail/advertising mail, fishing mail, forged attack mail, emails containing viruses, emails with malicious attachments etc. To adhere to Everlight’s policies for strengthening information security, the use of personal computer USB flash drives was regulated since 2012, which reduced the opportunity of the information being leaked out and hardware being attacked by viruses. For internal control, in addition to the continuous improvement of the security protection management system done by Everlight’s information security department, new Everlight employees shall sign the “Integrity and Intellectual Property Rights Agreement” on the day of reporting for duty. Every year, the Company arranges educational trainings on information security for employees to enhance their awareness of Everlight’s employees towards information security and internalize it in various operations through continuous cultivation, so as to exert the most secure and strict information security protection.

We highly value the privacy of our customers. We adopt strict standards to protect client privacy and the confidentiality of personal data. In addition to complying with the Personal Information Protection Act, we established the “Personal Information Security and Management Measures” and regularly educate our employees with it. We properly record client-related information and prohibit people from manipulating, concealing, or abusing proprietary information, misrepresenting important facts or conducting other unfair transactions. In 2019, there were no complaints against Everlight stating that the company infringed on customer privacy or lost customer information.