Board of Directors
TSMC advocates and acts upon the principles of operational transparency and respect for shareholder rights. We believe that the basis for successful corporate governance is a sound and effective Board of Directors. In line with this principle, the TSMC Board delegates various responsibilities and authority to two Board Committees, Audit Committee and Compensation Committee. Each Committee has a written charter approved by the Board. Each Committee’s chairperson regularly reports to the Board on the activities and actions of the relevant committee.
Board Responsibilities
Inheriting the spirit of TSMC’s Founder, Dr. Morris Chang’s philosophy on corporate governance, under the leadership of Chairman Dr. Mark Liu and CEO & Vice Chairman Dr. C.C. Wei, TSMC’s Board of Directors takes a serious and forthright approach to its duties and is a dedicated, competent and independent Board.
The Board’s primary duty is to supervise the Company’s compliance with relevant laws and regulations, financial transparency, timely disclosure of material information, and maintaining of the highest integrity. TSMC’s Board of Directors strives to perform these responsibilities through its Audit Committee and the Compensation Committee, the hiring of a financial expert consultant for the Audit Committee, and coordination with our Internal Audit department.
The second duty of the Board of Directors is to evaluate the management’s performance and to appoint and dismiss officers of the Company when necessary. TSMC’s management has maintained a healthy and functional communication with the Board of Directors, has been devoted in executing guidance of the Board, and is dedicated in running the business operations, all to achieve the best interests for TSMC shareholders.
The third duty of the Board of Directors is to resolve important, concrete matters, such as capital appropriations, investment activities, dividends, etc.
The fourth duty of the Board of Directors is to provide guidance to the management team of the Company. Quarterly, TSMC’s management reports to the Board on a variety of subjects. The management also reviews the Company’s business strategies with the Board and updates TSMC’s Board on the progress of those strategies, obtaining Board guidance as appropriate.
IOVTEC Directors’ Biographies
Major Resolutions of Board Meeting
Election of Boards
IOVTEC Directors’ Biographies
Joined IOVTEC Board
2019
Vincent Tsai 蔡明格
President
Current Position:
- GM and President, IOVTEC
- Chair, IOVTEC Audit Committee
- Chair, IOVTEC Compensation Committee
- President, CWind Taiwan
- Executive Director, Taichung Marine Commercial Association
Education:
- Master of Department of Engineering Science and Ocean Engineering, National Taiwan University.
Experience:
- Manager, Global Aqua Survey Co., Ltd
Joined IOVTEC Board
Joyce Hsieh 謝舒評
Director
Current Position:
- Director, IOVTEC
Education:
- EMBA, National Taiwan University of Science and Technology
Experience:
- Sales Manager, Fubon Insurance Co., Ltd.
Joined IOVTEC Board
Ethan Wang 王奕仁
Director
Current Position:
- Director and COO, IOVTEC
- Director and DGM, CWind Taiwan
- Director, Taichung Marine Commercial Association
Education:
- Master of Naval Architecture & Marine Engineering and in Applied Economics from University of Michigan
Experience:
- Manager, Maersk Broker Asia Co., Ltd.
Joined IOVTEC Board
Oliver Wang 張祐銓
Director
Current Position:
- Director and CTO, IOVTEC
- Supervisor, CWind Taiwan
Education:
- Master, surveying from Department of Civil Engineering of National Taiwan University
Experience:
- Manager, Global Aqua Survey Co., Ltd.
Joined IOVTEC Board
Daniel Tsai 蔡尚清
Director
Current Position:
- Director, IOVTEC
Experience:
- President, Shang Jia Development Co., Ltd.
Joined IOVTEC Board
Ming-Hung Hsieh
謝明宏
Director
Current Position:
- Director, IOVTEC
Education:
- MBA, Cardiff University
Experience:
- Executive Vice President, Chailease Energy Development Co., Ltd.
Joined IOVTEC Board
Kazuyuki Kodo
幸道和幸
Director
Current Position:
- Director, IOVTEC
Education:
- Chubu University, Japan
Experience:
- Executive Officer and General Manager of Environment & Energy Business Department, Mitsubishi UFJ Lease & Finance Co., Ltd
Joined IOVTEC Board
Peter Yen 顏守平
Supervisor
Current Position:
- Supervisor, IOVTEC
Education:
- Master, Department of Systems and Naval Mechatronic Engineering
Experience:
- Project Manager, Dyna Yachts Co., Ltd.
Major Resolutions of Board Meeting
Election of Boards
In the regular board meeting on February 9, 2021, TSMC’s Board of Directors approved a total of ten directors (including six independent directors) to be elected at TSMC’s 2021 Annual Shareholders’ Meeting.
According to TSMC’s Articles of Incorporation, directors shall be elected pursuant to the candidates nomination system as specified in Article 192-1 of the R.O.C. Company Law. Any shareholder holding 1% or more of the Company’s outstanding shares may nominate candidate(s) for directors in writing. The nomination period for director candidates by eligible shareholders will be open from April 6 to April 15, 2021, 9:00 a.m. to 5:00 p.m. All submissions must be addressed, in writing, to the Shareholders Services & SEC Compliance Department, Finance Division of TSMC (No. 8, Li-Hsin Rd. 6, Hsin-Chu Science Park, Hsin-Chu 300-096, Taiwan, R.O.C.) within this period in accordance with Article 192-1 of the R.O.C. Company Law.
