To ensure the soundness of the board and strengthen the management mechanism, the Company establish the Nominating Committee. The committee shall be composed of at least three directors selected by the board of directors from among themselves; a majority of the Committee members shall be independent directors.
With authorization from the board of directors (below, “the board”), the Committee shall exercise the due care of a good administrator to faithfully perform the following duties and shall submit its proposals to the board for discussion:
- Laying down the standards of independence and a diversified background covering the expertise, skills, experience, gender, etc. of members of the board, supervisors and senior executives, and finding, reviewing, and nominating candidates for directors, supervisors, and senior executives based on such standards.
- Establishing and developing the organizational structure of the board and each committee, and evaluating the performance of the board, each committee, and each director and senior executive and the independence of the independent directors.
- Establishing and reviewing on a regular basis programs for director continuing education and the succession plans of directors and senior executives.
- Establishing corporate governance guidelines of the Company.
If a member of the Committee has a stake in performing the duties in the preceding paragraph, he/she shall state the important aspects of its stake in the meeting of the Committee concerned, and where there is a likelihood that the interests of this Company would be prejudiced, he/she may not participate in discussion or voting, shall recuse himself/herself from any such discussion and voting, and may not exercise voting rights as proxy on behalf of another member of the Committee.
According to the laws of the Republic of China, the Nominating Committee is composed of all independent directors. According to the organization rules of the Nominating Committee of Sincere Navigation, the committee consists of a convener and three members, a total of four members.
Member of the Nominating Committee of Sincere Navigation (term starting from July 06, 2022 to June 09, 2025), and 2 meeting held in 2023.
| Title | Name | Selected Education & Past Positions | Presence in 2024 |
|---|---|---|---|
| Convener | Lee, Yen-Sung | Master, Accounting, Soochow University 17th President of Certified Public Accountant R.O.C. Deputy Territory Senior Partner of Pricewaterhouse Coopers, Taiwan Lecturer, Dept. Accounting, College of Management National Taiwan University | 2 |
| Committee | Cheng, Fu-Kwok | Senior Advisor to the Global Shipping Head of CA CIB Honorary Chairman and Director of Credit Agricole Asia Shipfinance Limited Managing Director and Head of Credit Agricole CIB Ship Finance Asia Pacific Area Honorary Treasurer of the Hong Kong Maritime Museum Member of the Maritime and Port Board (MPB) and Chairman of the Promotion and External Relations Committee under MPB | 2 |
| Committee | Tseng, Kuo-Cheng | Master, Naval Architecture of National Taiwan University President, CSBC Corporation, Taiwan Chairman, CSBC-DEME Wind Engineering Co. Ltd. Chairman & President, High Tien Offshore Co., Ltd. Director, Asia Renewable Energy (Cayman) Ltd | 2 |
| Committee | Koo, Tse-Hau | B.S., Business Administration of Boston University Executive Director, Valles Steamship Company Limited Chairman, Hong Kong Shipowner Association | 2 |