Corporate Governance
Organizational Chart
Board of Directors
All directors are elected in accordance with the “Director Election Procedures.” Matters concerning the professional qualifications of independent directors, shareholding, restrictions on concurrent positions, assessment of independence, nomination and election procedures, as well as other compliance requirements, shall be handled in accordance with the relevant regulations of the competent securities authorities.
Board Members
Tong-Ho Lin
Chairman
Educational and Professional Experience
- B.Sc. in Pharmacy, National Taiwan University
- Chairman, Alar Pharmaceuticals Inc.
- Chairman & GM, Lotus Pharmaceutical Co., Ltd.
- Legal Rep., Formosa Laboratories, Inc.)
- GM, Servier Taiwan (France)
- Regional/Product Manager, Bristol-Myers (USA)
Current Roles within This Company and Other Organizations
-
- Chairman, Yoda Pharmaceuticals Inc.
- Chairman, Dasher Neuroscience Inc.
- Chair, Yoda Pharmaceuticals USA LLC
- Chair, Yoda Pharmaceuticals AUS Pty Ltd
- Chairman, Alar Pharmaceuticals Inc.
- Supervisor, Sunleva international INC. LTD.
- Director, Sunny Pharmtech Inc.
- Chairman, Grand Spirit Investments Limited
- Chairman, Marigold Therapeutics, Inc.
- Director, Gilva Therapeutics, INC.
Yufeng Jane Tseng
Director
Educational and Professional Experience
- B.Sc. in Pharmacy, National Taiwan University
- Ph.D. in Medicinal Chemistry & Pharmacognosy, University of Illinois, USA
- Research Fellow, National Institutes of Health (USA)
- Professor, Department of Computer Science & Department of Pharmacy, National Taiwan University
Current Roles within This Company and Other Organizations
- CEO, Yoda Pharmaceuticals Inc.
- CEO, Dasher Neuroscience Inc.
- Chair, Asia SPARK Regional Committee
- Member, Global SPARK Executive Committee
- Principal Investigator, Taiwan Biomedical & Medical Device Translational Training Program
- Chair, Division of Sustainability & Green Technology, AGFD, American Chemical Society
Wen Sung Lai
Director
Educational and Professional Experience
- M.S. in Psychology, National Chengchi University, Taiwan
- Ph.D. in Psychology, Cornell University, USA
- Postdoctoral Researcher, Columbia University, USA
- Director, Research Center for Neuroscience and Cognition, National Taiwan University
- Visiting Scholar, Columbia University Medical Center, USA
- Visiting Scholar, Tohoku University, Japan
- President, Taiwan Neuroscience Society
- Secretary-General, Taiwan Neuroscience Alliance
- Professor, Department of Psychology, National Taiwan University
- Joint Appointment Professor, Graduate Institute of Brain and Mind Sciences, National Taiwan University
- Head, Addiction Prevention Division, Children, Adolescents & Families Research Center, CTBC Foundation, National Taiwan University
- Executive Supervisor, Taiwan Neuroscience Society
- Member, Corresponding Organizations Committee, International College of Neuropsychopharmacology (CINP)
Current Roles within This Company and Other Organizations
- Professor, Department of Psychology, National Taiwan University
- Joint Appointment Professor, Graduate Institute of Brain and Mind Sciences, National Taiwan University
- Head, Addiction Prevention Division, Children, Adolescents & Families Research Center, CTBC Foundation, National Taiwan University
- Executive Supervisor, Taiwan Neuroscience Society
- Member, Corresponding Organizations Committee, International College of Neuropsychopharmacology (CINP)
Ray Lee
Director, representing CIDC Consultants, Inc.
Educational and Professional Experience
- Director, CMSC, Inc. (7707)
- Director, Sunny Pharmtech Inc. (6676)
- Director, INNOPHARMAX, Inc. (4172)
- Director, Advagene Biopharma Co., Ltd. (6709)
- Director, BRIM Biotechnology, Inc. (6885)
- Director, Full Chain Materials Int’l Co., Ltd.
Current Roles within This Company and Other Organizations
- Director, CMSC, Inc. (7707)
- Director, Sunny Pharmtech Inc. (6676)
- Director, INNOPHARMAX, Inc. (4172)
- Director, Advagene Biopharma Co., Ltd. (6709)
- Director, BRIM Biotechnology, Inc. (6885)
- Director, Full Chain Materials Int’l Co., Ltd.
David Chen
Independent Director
Educational and Professional Experience
- Master of Laws, National Taiwan University
- Passed the Taiwan Bar Examination (Professional & Technical Level)
- Passed the Taiwan Veterinary Examination (Professional & Technical Level)
- Managing Attorney, Joius Law Firm
- Independent Director, CubTEK Inc.
- Director, Loyalty Founder Enterprise Co., Ltd.
Current Roles within This Company and Other Organizations
- Managing Attorney, Joius Law Firm
- Independent Director, CubTEK Inc. (2252)
- Director, Loyalty Founder Enterprise Co., Ltd. (5465)
- Chairman, Hsu-Kang Yen-Chuang Co., Ltd. (Transliteration)
- Chairman, Hua-Shen Investment Co., Ltd. (Transliteration)
- President, Shareholders’ Rights Protection Association
Li Hsiu Chen
Independent Director
Educational and Professional Experience
- Master of Business Management, National Chengchi University
- Passed the Certified Public Accountant (CPA) Examination, Taiwan
- Certified Valuation Analyst (C.V.A.)
- Certified Fraud Examiner (C.F.E.)
- Managing Partner, Wason CPAs, Taiwan
- Member, Valuation and Forensic Accounting Committee, National Federation of Certified Public Accountants Associations of the R.O.C.
- Member, ESG and Sustainable Development Committee, National Federation of Certified Public Accountants Associations of the R.O.C.
- Chairman, Shin Shih-Chun Financial Advisory Co., Ltd.
Current Roles within This Company and Other Organizations
- Managing Partner, Wason CPAs, Taiwan
- President, ACFE Taiwan Chapter (Association of Certified Fraud Examiners Taiwan Chapter)
- President, ACFE Taiwan Chapter (Association of Certified Fraud Examiners Taiwan Chapter)
- Adjunct Assistant Professor, China Industrial & Commercial Research Institute (CICR)
- Member, Valuation and Forensic Accounting Committee, National Federation of Certified Public Accountants Associations of the R.O.C.
- Member, ESG and Sustainable Development Committee, National Federation of Certified Public Accountants Associations of the R.O.C.
- Member, Sustainable Development Committee, Taipei CPA Association
- Arbitration Commissioner (Eighth Term), Securities and Futures Investors Protection Center
- Chairman, Shin Shih-Chun Financial Advisory Co., Ltd.
Yen Ya Shan
Independent Director
Educational and Professional Experience
- Master of Economics (M.Ec.), National Taipei University
- Manager, Audit Management Division, CTBC Bank Co., Ltd.
Current Roles within This Company and Other Organizations
- Manager, Audit Management Division, CTBC Bank Co., Ltd.
Operation of the Board of Directors
| Operation of the Board of Directors | ||
|---|---|---|
| Item | Details | File |
| 1 | Board Attendance – 2024 | PDF Download |
| 2 | Board Attendance – 2025 | PDF Download |
Board Member Diversity
The Company’s Board promotes diversity, merit-based appointments, and key governance skills to enhance overall performance, currently including three female directors (two independent).
| Position | Name | Gender | Diversity Focus | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Operational Judgment | Financial & Accounting | Management | Crisis Handling | Industry Knowledge | Global Perspective | Leadership | Decision-Making | |||
| Chairman | Tong-Ho Lin | Male | v | v | v | v | v | v | v | v |
| Director | Yufeng Jane Tseng | Female | v | v | v | v | v | v | ||
| Director | Lai, Wen-Sung | Male | v | v | v | v | v | v | v | |
| Director | Ray Lee (representing CIDC Consultants, Inc.) | Male | v | v | v | v | v | v | v | v |
| Independent Director | David Chen | Male | v | v | v | v | v | v | v | |
| Independent Director | Li Hsiu Chen | Female | v | v | v | v | v | v | v | v |
| Independent Director | Yen Ya Shan | Female | v | v | v | v | v | v | v | v |
Audit Committee
The Audit Committee meets at least once a quarter.
The Audit Committee is composed of all independent directors. The operation of the Audit Committee is mainly aimed at supervising the proper presentation of the company’s financial statements, the selection (dismissal) and independence and performance of the auditing accountants, the effective implementation of the company’s internal control, and the company’s compliance with relevant laws and regulations.
Audit Committee Members
| Term | Name | Name | Name |
|---|---|---|---|
| 1st Term | David Chen, Independent Director | Li Hsiu Chen, Independent Director | Yen Ya Shan, Independent Director |
| 2nd Term | David Chen, Independent Director | Li Hsiu Chen, Independent Director | Yen Ya Shan, Independent Director |
Operations of the Audit Committee
| Item | Details | File |
|---|---|---|
| 1 | Audit Committee Attendance – 2024 | PDF Download |
| 2 | Audit Committee Attendance – 2025 | PDF Download |
Compensation Committee
The Remuneration Committee should meet twice a year.
The Remuneration Committee shall evaluate the remuneration policies and systems of directors and managers in a professional and objective manner and make recommendations to the Board of Directors for reference in decision-making.
Compensation Committee Members
| Term | Name | Name | Name |
|---|---|---|---|
| 1st Term | David Chen, Independent Director | Li Hsiu Chen, Independent Director | Yen Ya Shan, Independent Director |
| 2nd Term | David Chen, Independent Director | Li Hsiu Chen, Independent Director | Yen Ya Shan, Independent Director |
Operations of the Compensation Committee
| Item | Details | File |
|---|---|---|
| 1 | Compensation Committee Attendance – 2024 | PDF Download |
| 2 | Compensation Committee Attendance – 2025 | PDF Download |
Internal Audit
In order to ensure that the internal control system is implemented continuously and effectively and to assist management in fulfilling their responsibilities, our company and its important subsidiary, Esprit Uda Corporation, have established independent internal audit units under the board of directors in accordance with the law.
The duties of the auditor：
Adhere to the principles of independence and integrity, performing duties objectively and impartially with the necessary professional diligence.
Regularly report audit activities to the Audit Committee, and the chief auditor also attends board meetings to provide updates.
In the event of significant violations or potential major losses to the company, promptly prepare a report for review and notify all independent directors on the Audit Committee.
Pursue ongoing professional development by attending internal audit training courses organized by institutions designated by the Securities and Futures Bureau to enhance audit quality and capabilities.
Company Rules and Regulations
| Item | File Name | Download |
|---|---|---|
| 1 | Articles of Incorporation | PDF Download |
| 2 | Procedures for Lending Funds to Others | PDF Download |
| 3 | Procedures for Endorsements and Guarantees | PDF Download |
| 4 | Procedures for Derivatives Transactions | PDF Download |
| 5 | Procedures for Acquisition or Disposal of Assets | PDF Download |
| 6 | Rules of Procedure for Shareholders’ Meetings | PDF Download |
| 7 | Rules of Procedure for Board of Directors’ Meetings | PDF Download |
| 8 | Procedures for Election of Directors | PDF Download |
| 9 | Audit Committee Charter | PDF Download |
| 10 | Audit Committee Rules of Procedure | PDF Download |
| 11 | Compensation Committee Charter | PDF Download |
| 12 | Procedures for the Compensation of Directors, Managers, and Functional Committee Members | PDF Download |
| 13 | Code of Ethical Conduct | PDF Download |
| 14 | Procedures for Prevention of Insider Trading and Management of Material Non-Public Information | PDF Download |
| 15 | Rules Governing the Scope of Duties of Independent Directors | PDF Download |