Corporate Governance

Organization


Position and Responsibility

Organization Position Responsibility
Board of Directors Chairman Stipulated policy directives and objective guidelines for the Company’s operations and assigned managers to execute business operations.
The Company Group GM Implemented the resolution of the “board of directors” and company’s general administration.
Sales  Vice President As a critical part of the sales and marketing operation, responsible for bridging the psychological gap between products and customers and establishing ground to shorten the physical gap between them.
Business Unit BU Heads Responsible for product engineering, procurement, and production so as to meet the Company’s annual production plan and objectives.
R&D R&D Head The R&D center is responsible for product development; the Engineering center is responsible for product testing, verification, maintenance, and quality control.
Investor Relations Vice President Issuing and responding to the Company’s information to the external parties and handling relationships with domestic and international investors for better communication. Collecting information regarding market and industry changes to assist management strategy and decision making. 
Finance & Accounting CFO Formulating and executing budget plan and financial management according to the Company’s strategies. Making precise accounting journals and providing both internal and external parties, in a timely fashion, financial and operating information. Supplying concrete evidence to assist in business strategies and financial planning. Safeguarding capital and controlling operation costs to enhance capital efficiency and bring about operation goals. 
CEO Office (Administration Department) Function Heads Functions including information, management of human resources, selection of suppliers, and quotations.
Corporate Sourcing Vice President Integrating supplier resources to build an optimal supply chain that ensures superior delivery, costs and quality of production materials for better competitiveness based on the Company’s business plan and organization structure. 
 

Management

Roger Liang

Chairman

Roger Liang cofounded BizLink in 1996, serving as the company’s CEO. During BizLink’s IPO in 2011, Mr. Liang was voted Chairman. Prior to BizLink Mr. Liang served as Greatlink USA’s CEO. He also has past experience as an R&D engineer at Cadence and United Microelectronics Corporation (UMC).

Mr. Liang received his Master of Electrical Engineering from Pennsylvania State University and his Bachelor’s degree in Electronic Engineering from National Chiao Tung University.

Felix Teng

Chief Executive Officer

Felix Teng currently serves as BizLink Group’s Chief Executive Officer, Director, and Spokesperson. Mr. Teng was also a cofounder of the company, taking the helm of BizLink’s wiring and connector subsidiaries as General Manager among other responsibilities. In 2009, with BizLink’s subsequent growth and in preparation for its IPO Mr. Teng was appointed to his current position of CEO. Concurrently, Mr. Teng also serves as the head of the Information Technology Business Unit.

Mr. Teng received his MBA degree from San Francisco State University and a Bachelor’s in Control Engineering from National Chiao Tung University in Taiwan.

Rita Chen

Chief Finance Officer

Rita Chen is the Chief Financial Officer of BizLink, joining in 2010. Ms. Chen has served various positions in Accounting and Finance having began her career in accounting and auditing at KPMG Taiwan. She went on to serve as Assistant Group Corporate Controller at Dimerco Express Corporation and subsequently, Finance Director with China Synthetic Rubber Corporation.

Ms. Chen earned her Master of Business Administration (Accounting) from National Taiwan University and Bachelor degree in Business Administration (Accounting) from National Chengchi University. Ms. Chen earned her ROC Public Accountant Certification in 1991.

Joe Lin

Vice President

Joe Lin currently serves as the Vice President of the Auditing Department. He joined BizLink in 2004 as the Accounting Manager before becoming Assistant General Manager of the Finance Department and was part of the group’s financing activities for the IPO. Since 2009 he has been in charge of the Auditing Department. Prior to joining BizLink Mr. Lin did auditing work in various industries, from Finance Manager at Necvox to Finance Accountant at Lianhwa Foods Corporation.

Mr. Lin graduated from National Chung Hsing University with a degree in Business Management. Additionally, Mr. Lin earned his Internal Auditor Certification in 1999.

Annie Kuo

Board of Director

Annie Kuo is a cofounder at BizLink and currently takes on the dual roles of Director and General Manager of Subsidiaries. Mrs. Kuo has oversight over the group’s strategic planning and direction.

Mrs. Kuo earned her Master Degree of Actuarial Science from Georgia State University and her bachelor’s in physics from National Kaohsiung Normal University.

 

Board of Directors

Title Name Education/Experience Services concurrently with other companies
Chairman Hwa-Tse Liang MSEE, Penn State U.,
NCTU Electronics Engineering
CEO,Greatlink USA    
Director of BIZLINK TECHNOLOGY INC. 
Director of OPTIWORKS, INC.
Director ofビズリンク株式会社
Director/Manager of BIZLINK INT’L CORP.
Director of BIZLINK TECHNOLOGY (IRELAND) LTD.
Director of BIZLINK TECHNOLOGY (S.E.A.) SDN. BHD. 
Director of BIZLINK TECH, INC.  
Director of ACCELL CORPORATION  
Director of BIZCONN TECHNOLOGY INC.  
Director of BIZWIDE LIMITED
Legal Person/Executive Director of OPTIWORKS(SHANGHAI) CO., LTD.
Legal Person/ Executive Director of OPTIWORKS (KUNSHAN) CO., LTD.
Director of BIZLINK (KUNSHAN) CO., LTD.
Director of ASIA WICK LTD.
Director of OW HOLDING INC.
Director Inru Kuo     MS Actuarial Georgia State
Department of Physics National Kaohsiung Normal University
VP, Greatlink USA    
Director /General Manager of BIZLINK TECHNOLOGY INC. 
Director of OPTIWORKS, INC. 
Director ofビズリンク株式会社
Director of BIZLINK (BVI) CORP.
Chairman BIZLINK INT’L CORP. 
Director of ZELLWOOD INTERNATIONAL CORPORATION
Director of BIZLINK TECHNOLOGY (IRELAND) LTD.  
BIZLINK TECH, INC.
Director of ADEL ENTERPRISES CORPORATION
Director of ACCELL CORPORATION
Director of BIZCONN TECHNOLOGY INC. 
Supervisor OPTIWORKS(SHANGHAI) CO., LTD. 
Supervisor OPTIWORKS(KUNSHAN) CO., LTD.  
Executive Director HUA ZHAN ELECTRONICS (SHENZHEN) CO., LTD. 
Director BIZCONN INTERNATIONAL CORPORATION
Legal Person/Executive Director of BIZLINK INT’L ELECTRONICS (SHENZHEN)CO., LTD. 
Legal Person/Executive Director of BIZLINK (KUNSHAN) CO., LTD. 
Legal Person/Executive Director of BIZLINK ELECTRONICS (XIAMEN) CO., LTD. 
Legal Person/General Manager/Executive Director of XIANG YAO ELECTRONICS (SHENZHEN) CO., LTD. 
Legal Person/Executive Director of BIZCONN INT’L CORP. 
Executive Director of TONGYING ELECTRONICS (SHENZHEN) LTD. 
Director Chien-Hua Teng MBA, San Francisco State U., Institute of Electrical and Control Engineering of NCTU
Engineering Manager, Greatlink USA
Director ofビズリンク株式会社
Director of BIZLINK INT’L CORP.
Director of BIZCONN TECHNOLOGY INC. 
General Manager of BIZLINK (KUNSHAN) CO., LTD.  
Legal Person/General Manager of HUA ZHAN ELECTRONICS (SHENZHEN) CO., LTD.
Supervisor of BIZLINK ELECTRONICS (XIAMEN) CO., LTD.
Director of ASIA WICK LTD.
Supervisor of BIZCONN INT’L (SHENZHEN) CORP.
Director of JO YEH COMPANY LIMITED  
Director of NANHAI JO YEH ELECTRONIC CO., LTD. 
Director Yifen Investment Co., Ltd 
Representative of juristic person:Jui-Hsiung Yen    
Bachelor's degree in Department of Mechanical Engineering at National Cheng Kung University
General Manager of Tongtai Machine & Tool Co., Ltd.
Chairman of Precision Machinery Research & Development Center
Vice Chairman of Taiwan Machine Tool & Accessory Builders’
Director of Cyber Laser Taiwan Co., Ltd. 
Chairman of Tongtai Machine & Tool Co., Ltd. 
Chairman of Contrel Technology Co., Ltd. 
Independent Director Ming-Chun Chen Institute of Management Science of NCTU
Director of Aurotek Corporation
General Manager of Elitegroup Computer Systems Co., Ltd  
Chairman of Aurotek (Shang Hai) Inc.  
Chairman of 3e YAMAICHI Electronics Co., Ltd
Director of Promaster Technology Corporation
Supervisor of Aurotek Corporation
Chairman of 3e YAMAICHI Electronics Co., Ltd
Independent director of Promaster Technology Corporation
Independent Director Chun-Yen Chang Ph.D. in Electrical Engineering, NCTU
B.S. in Electrical Engineering, NCTU
Dean of Electrical and Computer Engineering Dept. NCTU
President of the NCTU
First Director-General and research manager of National Nano Device Laboratories
Senior Researcher of Bell Labs, U.S.A.
Visiting Professor in Stuttgart U. Germany
Academician of Academia Sinica
Member of The National Academy of Engineering    
Lifetime Chair Professor of National Chiao Tung University 
Independent director of United Microelectronics Corp. UMC
Contract Professor of International College of Semiconductor Technology, NCTU
Independent Director Jr-Wen Huang     Institude of MS-Finance, Saint Louis University(USA)
Investment Dept. Supervisor in Waterland Venture Capital Co., Ltd.
Investment & Research Dept.in China Development Industrial Bank
Sparkle Power Inc.San Jose/Los Angles , USA
Research Manager of Waterland Venture Capital Co., Ltd.  
Director of FSP TECHNOLOGY INC. 
Supervisor of Touch Cloud Inc.

According to Articles of Incorporation Article 27.3, the Directors may adopt a candidate nomination mechanism which is in compliance with Applicable Public Company Rules. The rules and procedures for such candidate nomination shall be in accordance with policies proposed by the Directors and approved by an Ordinary Resolution from time to time, which policies shall be in accordance with the Statute, the Memorandum, the Articles and the Applicable Public Company Rules.

 

Major Resolutions of Board Meetings

Time Major Subject
01.12.18 (1)Approved to exchange the 100% shares of Optiworks Inc., of which was 1,400 shares, for the newly-issued 1,300 thousands shares of OW Holding Inc., of which was with a par avlue of USD 10 per share and with a total amount at USD 13,000 thousands.
03.13.18 (1) Approved Year 2017 Consolidated Financial Statements and Business Report
(2)Approved Year 2017 Proposal for Distribution of Profits.
(3)Approved Year 2017 Statement on Internal Control.
(4)Approved Year 2017 Remuneration Proposal for Directors.
(5)Approved Year 2017 Incentive Pay Proposal for Employees.
(6)Approved on the proposal for ”Re-election of Directors”.
(7)Approved on the Nominated candidates for Directors, including Independent Directors.
(8)Approved amendment to the Company's Articles of Incorporation.
(9)Approved Proposal to revise the ”Procedures for Acquisition or Disposal of Assets.”
(10)Approved amendment to the Rules of Procedure for Board of Directors Meetings.
(11) Approved on 2018 Cash Injection and Issuance of Global Depository Receipts.
(12) Approved for a cash offering by private placement.
(13) Approved Proposal to Convene Year 2018 Annual General Shareholders' Meeting.
(14) Approved to authorize the Company Chairman to open new bank accounts with correspondent banks on behalf of the Company.
(15) Approved Validation and Appointment of the Effectiveness and Independence of auditing Certified Public Accountants.
(16) Resolution on the record date for cancelation of shares for resigned employees @under the 2016 Employee Restricted Stock Ownership Plan.
(17)Approved on the Endorsements/Guarantees for making of general credit limit.
(18)Approved on the extension of Endorsements/Guarantees for making of general credit limit, granted by HSBC Bank (Taiwan) Limited, for subsidiary - ”BIZLINK (BVI) CORP”.
(19)Approved on the extension of Endorsements/Guarantees for making Comprehensive Credit limit for ”BIZLINK (BVI) CORP” and ”BIZLINK INTERNATIONAL CORP”, as granted by ”E.SUN COMMERCIAL BANK, LTD.”
(20)Approved on the extension of Endorsements/Guarantees for making the Short-term @Comprehensive Credit for ”BIZLINK (BVI) CORP”, as granted by ”TAIPEI FUBON @COMMERCIAL BANK CO., LTD.”
(21)Approved on the Pre-Settlement Risk Limit for ”BIZLINK (BVI) CORP - Taiwan Branch” granted by ”E.SUN COMMERCIAL BANK, LTD.”
(22)Extended Loan Terms between Subsidiaries wholly owned by the Company.
(23)Extended Loan Terms between Subsidiaries wholly owned by the Company.
(24)Granted Loan Terms between Subsidiaries wholly owned by the Company.
(25)Extended Loan Terms between the Company and the Subsidiaries wholly owned by the Company.
(26)Approved Comprehensive Credit Extension between Subsidiaries.
05.11.18 (1) Approved 2018Q1 Consolidated Financial Statements.
(2) Approved on the Roster of Director (Including Independent Directors) Candidates or their representatives.
(3) Approved to authorize the Company Chairman to decide the date and related issues for earning distribution.
(4) Approved to the release of the prohibition on directors or their representatives from participation in competitive businesses.
(5) Approved “Operating Regulations for Derivative Transactions.” 
(6) Approved on the changes of limits for extending Loan Terms between wholly owned subsidiary and the Company.
(7) Approved new Loan Terms between Subsidiaries wholly owned by the Company.
(8) Approved extend of Loan Terms between Subsidiaries wholly owned by the Company. 
06.21.18 (1) Approved election of the Company Chairman.
(2) Approved appointment the members of the Remuneration Committee.
07.20.18    (1) Approved the increase of investment in a subsidiary ”Bizlink Technology (Slovakia) s.r.o.” by transformation of existing shareholder
loan into share capital 
(2)Approved to setup the ”Corporate Governance and Sustainable Development Committee”.
08.10.18 (1) Approved 2018Q2 Consolidated Financial Statements.
(2) Approved the ”Governance and Sustainable Development Committee Organizational Procedures” and members.
(3) Approved to extend the loan to subsidiaries - Bizlink Technology (Slovakia) s.r.o..
(4) Approved on the extension of Guarantee for Bank short-term loan to Subsidiary, as granted by Cathay United Bank
(5) Approved on the extension of Guarantee for Bank short-term loan to Subsidiary,as granted by First Commercial Bank.
(6) Approved extension of Loan Terms between Subsidiaries wholly owned by the Company.
11.09.18 (1) Approved the 2018Q3 (2018/7/1~2018/9/30 & 2018/1/1~2018/9/30) Consolidated Financial statements.
(2) Approved 2018 Business Plan and Financial Budget.
(3) Approved 2018 Audit Plan.
(4) Approved the 2018 Distribution Proposal of ”Phantom Stock Plan for Selected Employees”.
(5) Approved the 2018 Employee Stock Option.
(6)Approved Proposal to Revise the ”Procedures for Acquisition or Disposal of Assets.”
(7) Approved Proposal to Revise the ”Procedures for Loans to others.”
(8) Approved to authorize the Chairman to open Custodian account.
(9) Approved the new additions of Payment Guarantee to Subsidiary -”BIZLINK (BVI) COR.”.
(10) Approved on the extension of Endorsements/Guarantees for making of general credit limit, granted by China Trust Commercial Bank, for subsidiary - ”BIZLINK (BVI) CORP”.
(11) Approved on the extension of Endorsements/Guarantees for making of general credit limit, granted by Citibank Taiwan Ltd., for subsidiary - ”BIZLINK (BVI) CORP”.
(12) Approved on the amendments of Endorsements/Guarantees for making of general credit limit, granted by HSBC Bank (China) Company Limited for subsidiary - ”BizLink Technology (Xiamen) Ltd.” 及 ”Bizlink Technology (Changzhou) Ltd., Bizlink (Kunshan) Co., Ltd., Xiang Yao Electronics ( Shen Zhen) Co., Ltd”.
(13) Approved on the extension of Endorsements/Guarantees, granted by China Trust Commercial Bank (USA), for subsidiary - ”BIZLINK TECHNOLOGY INC.
(14) Approved on the extension of Endorsements/Guarantees, granted by China Trust Commercial Bank (USA), between 100% owned subsidiary.
(15) Approved on the extension of Guarantee between Subsidiaries.
(16) Approved on the new additions of Loaning of Funds between Subsidiaries.

Internal Control

 Major Internal Policies

  The polies released in Chinese version only are marked in asterisk "*".


 Corporate Governance Information

 

Internal Audit

BizLink’s Internal Audit function is an independent unit that reports directly to the Board of Directors.

The charter of Internal Audit is to review the internal controls in the company’s processes and to report on those controls with respect to the adequacy, effectiveness, and efficiency of their design as well as their actual functioning on a day-to-day basis. All parts of the company and its subsidiaries are open for review by Internal Audit.

Internal Audit works according to an annual plan, which needs to be approved by the Board of Directors. In addition, special audits or reviews are conducted as needed. The combination of the regular audits and the special projects provide management with feedback on the functioning of the internal control system; it gives management an additional channel to learn about existing or possible future weaknesses in the system and addresses them in a timely manner.

The company supplements the review activities by Internal Audit with documented self-assessments by the departments and operational units. Internal Audit sees to it that these activities do take place, and reviews the submissions to ensure the quality of the process; it consolidates the results of the self-assessments for the CEO and the Board of Directors.

There are three full-time employees dedicated to Internal Audit, including one VP and two staffs.

 

Committees

The Audit Committee assists the Board in fulfilling its oversight of the quality and integrity of the accounting, auditing, reporting, and financial control practices of the Company. The Audit Committee is responsible to review the Company’s: financial reports; auditing and accounting policies and procedures; internal control systems; material asset or derivatives transactions; material lending funds, endorsements or guarantees; offering or issuance of any equity-type securities; legal compliance; related-party transactions and potential conflicts of interests involving executive officers and directors; Ombudsman reports; fraud investigation reports; corporate risk management; hiring or dismissal of an attesting CPA, or the compensation given thereto; and appointment or discharge of financial, accounting, or internal auditing officers.

Under R.O.C. law, the membership of the Audit Committee shall consist of all independent Directors. BizLink’s Audit Committee satisfies this statutory requirement. The Audit Committee annually conducts self-evaluation to assess the Committee’s performance and identify areas for further attention. BizLink’s Audit Committee is empowered by its Charter to conduct any study or investigation it deems appropriate to fulfill its responsibilities. It has direct access to BizLink’s internal auditors, the Company’s independent auditors, and all employees of the Company. The Committee is authorized to retain and oversee special legal, accounting, or other consultants as it deems appropriate to fulfill its mandate. Please consult BizLink’s Annual Report for the relevant year for the number of meetings convened and each member’s attendance rate.

 

Board Committee Membership

Name Title

Ming Chun, Chen

Independent Director
Chair

Chun Yen, Chang

Independent Director
Member

Jr Wen, Huang

Independent Director
Member
 

The Communication Between the Independent Directors and Internal Audit Supervisors

Regular discussions on the audit report are conducted by the Company’s internal auditor and audit committee, and the internal audit report is made at the meeting of audit committee on a quarterly basis. The independent auditors are also required to immediately communicate to the Audit Committee any material matters that they have discovered. During 2017, the Company’s independent auditors did not report any irregularities.

Date Communication Item
2017/3/8 1. 4Q2016 Internal audit implementation and reporting
2. 2016 “Internal Control Statement”
2017/5/11 1Q2017 Internal audit implementation and reporting
2017/8/12 2Q2017 Internal audit implementation and reporting
2017/11/10 1. 3Q2017 Internal audit implementation and reporting
2. Propose 2018 Audit Planning

The communication channels between the Audit Committee and the Internal Audit manager functioned well. The Company’s independent auditors have presented the findings of their review or audits when required on the Company’s financial results and other matters required by laws and regulations to Audit Committee. 

Date Communication Item
2017/12/12 1. 2017 Audit  planning
2. Introduction of IFRS 9 and 15 

Contact

If you have further comments about our Investor Relations, please contact us through:

 
Tom Huang
Investor Relations
+886 2 8226 1000 Ext. 2662
ir@bizlinktech.com
Paul Chou
Deputy Spokesperson 
ir@bizlinktech.com
 
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