Integrity Governance

A robust corporate governance framework encompasses a sound board of directors, stringent internal control  mechanisms, and stable financial oversight. Beyond mitigating risks, it bolsters competitiveness and fosters brand  value. Build a corporate culture based on integrity and responsibility, strictly adhere to all laws and regulations to implement integrity in business operations, draft the 'Code of Integrity in Business Operations,' and obtain approval from the board of directors. At the same time, maintain a well-functioning corporate governance structure to ensure sound operational development, safeguarding the rights and interests of investors and other stakeholders.In 2024, anti-corruption and anti-bribery education and training was conducted, with a total of 270 participants.

  • IBASE continues to strive for diversity among its board members. In 2023, a female  director with a background in accounting and finance was appointed, aligning with the company's commitment to  diversity. The board comprises 9 directors (including 4 independent directors) with a term of 3 years. According to  regulations, the board convenes at least once every quarter, with a total of 7 board meetings held in 2024.


    Number

    Position

    Name

    Experience/Education

    Current Position

    1Director
    Chiu-Shi Lin
    Kaohsiung Technical College Electrical Engineering Department; 
    Taiwan Mycomp senior vice president

    Chairman & Chief Strategy Officer, IBASE
    2Director
    Wu-Chun Hsu
    University of Phoenix, Department of Business Administration;
    Chairman & CEO, Technoland Co., Ltd.
    Senior Special Assistant, IBASE
    3Director
    Yu-Nan Chen
    Electronics Division of Sihai Engineering College;
    Manager of R&D Department of Taiwan
    Senior Special Assistant, IBASE
    4Director
    Yung-Shun Chuang
    Ph.D. (Honorary), National Taiwan University of Science  and Technology;
    Chairman, AAEON Technology Inc
    Chairman, AAEON Co., Ltd.
    5Director
    Ying-Chen Li
    Ph.D. in Electrical Engineering, National Taiwan  University; Chairman, Litemax Electronics Inc.;
    Chief Strategy Officer,  AAEON Technology Inc.
    Chairman, Litemax Electronics Inc.;
    Chief Strategy Officer, AAEON Co., Ltd.

    6Independent DirectorDing-Bing Lin
    Ph.D. in Electromechanical and Radio, National Taiwan  University;
    Professor, Department of Electronic  Engineering, National Taiwan University  of Science and Technology;
    Professor, Department of Electronic  Engineering, Taipei University  of Technology
    Professor, Department of Electronic Engineering,
    National Taiwan University of Science and Technology

    7Independent DirectorWen-Te Huang
    Master's in Engineering from National Chiao Tung University;       
    CEO of UPGA Safety Inspection and Services Co., Ltd.

    Chief Executive Officer, UPGA Safety Inspection and Services Co., Ltd.
    8Independent Director
    Yu-Ling Lin
    Master's in Accounting, George Washington University;
    Senior VP of Finance and Group CFO at Chicony Electronics Co., Ltd.
    Senior Vice President of
    Finance and Group Chief Financial Officer, Chicony Electronics Co., Ltd.

    9Independent Director
    Ming-Chang HungNational Kaohsiung University of Applied Sciences, Department of Electronic Engineering;
    Business Manager at Clientron Corp;
    Business Rep. at Nanshan Life Insurance Co., Ltd.
    Sales, Nan Shan Life Insurance Co., Ltd.
    Note

  •                                                                                    

    Board Performance Evaluation

    Self-Assessment  (Questionnaire)

    2022

    2023

    2024

    Board of Directors

    4.91

    4.92

    4.92

    Board Members

    4.90

    4.94

    4.89

    Audit Committee

    5.00

    4.99

    4.92

    Remuneration  Committee

    5.00

    5.00

    4.98

    Remarks

    1. Self-assessment survey conducted annually.
    2. Maximum score is 5 points.


  • IBASE's board of directors has approved the establishment of a Sustainable Development Committee, with the chairman serving as the chairman of the committee and the president as the vice chairman. The Sustainable Development Committee is responsible for formulating sustainable development policies, implementing them within the company, and gradually integrating the principles of sustainable business into IBASE's corporate culture.

    Furthermore, IBASE plans to provide quarterly reports to the board of directors on the execution outcomes of ESG initiatives, aiming to enhance the board's engagement with the company's ESG efforts.

    The board of directors regularly reviews reports from the Sustainability Committee, outlining the company's sustainability strategy and goals. It evaluates the feasibility of these strategies and goals and oversees their progress. As needed, the board directs the Sustainability Committee to make strategic adjustments. 2024 Board Meeting Schedule:2024/2/29、2024/5/9、2024/8/6、2024/11/7、2024/12/9.

  • Risk Category

    Description

    Risk Management Strategy

    Sustainable Environment
    Continual increase in greenhouse gas emissions
    1. Introduce ISO 14064-1 greenhouse gas emission inventory management system in 2023 to conduct inventory and identify major emission sources.
    2. Set carbon reduction targets and develop plans to manage and reduce greenhouse gas emissions.

    Increase in waste disposal volume / Decrease in recycling rate
    1. Ensure raw materials comply with green regulations (RoHS, REACH, etc.) to increase material recycling rate.
    2. Simplify product packaging design (e.g., without fans or cables) to reduce waste generation.

    Ineffective Energy Conservation
    1. Implement energy-saving measures in offices.
    2. Improve relevant engineering by using variable frequency drives for air conditioning pumps to save energy.
    3. Implement Energy Management System (EMS) for control.

    Violation of Environmental Regulations
    1. Implement ISO 14001 Environmental Management System and obtain verification; conduct environmental regulation identification to ensure compliance.
    2. Regularly undergo third-party audits for review.

    Employee Care
    Occupational Accidents
    1. Establish relevant work guidelines based on the "Workplace Safety and Health Act", "Fire Management Regulations", "Chemical Hazardous Substances Management Regulations", etc., to prevent workplace accidents.
    2. In the future, we plan to implement ISO 45001 Workplace Health and Safety Management System in various factories to ensure the continuous effective operation of IBASE's management system.

    High Employee Turnover
    1. Establish personnel management regulations such as "Employee Promotion and Transfer Regulations", "Employee Evaluation Regulations", and "Employee Reward and Punishment Regulations" to reasonably formulate related salary and reward policies.
    2. Allocate 1% to 15% of profits annually as employee rewards if IBASE achieves its goals.

    On-Site Medical Care
    1. According to the regulations of the "Workplace Safety and Health Act", it is planned to introduce on-site medical personnel in 2024.
    Operation Performance
    Non-Compliance with Legal and Socioeconomic Standards
    1. By establishing governance structures and implementing internal control mechanisms, ensure that all personnel and operations of IBASE comply with relevant legal regulations.
    2. Implement ISO 9001, ISO 14001, and other management systems in IBASE to ensure effective identification and management of relevant legal regulations.

    Information Security Incidents
    1. IBASE has passed ISO 27001 certification and established information security operation procedures to regulate the management mechanism of computer information security within the company. This includes areas such as computer rooms, networks, email systems, information application management systems, network attack and response strategies, and management of hardware and software assets. Additionally, IBASE has implemented measures such as setting up firewalls, installing antivirus software, enabling automatic updates and virus code management, and enforcing policies against the installation of unauthorized or unknown software.
    2. IBASE conducts regular disaster recovery drills for its information application systems and social engineering exercises annually to train employees' awareness of information security measures. These drills aim to enhance the alertness of email users, thereby preventing users from inadvertently compromising network security or causing information leaks due to browsing spam or malicious emails.

  • Policy/ Commitment

    1. Optimize global deployment.
    2. Research and develop new products. 
    3. Integrate group resources to create maximum value.

    Objectives

    1. Strengthen product planning capabilities to fully grasp market dynamics and product trends.
    2. Focus on innovative, speedy, and technically perfect R&D to create market-oriented, forward- looking, and future-oriented new products.
    3. Implement a "comprehensive quality management system" to continuously improve product quality and enhance customer service.
    4. Expand production bases to enhance competitiveness in terms of capacity, delivery time, quality, and cost, and strengthen ODM/JDM order-taking capabilities.
    5. Introduce professional talents, integrate internal resources, and actively promote the sales of system products to increase the proportion of system product sales.
    6. Continuously digitize and transform, leverage the effectiveness of information management systems, and enhance IBASE's operating performance and competitive advantage.
    7. It is expected that the Vietnam factory will start production after completion in 2025.

    Resources Invested and Concrete Results

    1. R&D expenses invested in 2024: NTD$285,877,000, accounting for 6.89% of turnover, an increase of 5.49% from 2023.
    2. Operating revenue in 2024 compared to 2023 decreased by 16.41%.

    (Unit: Thousand NTD)

    Items

    2022

    2023

    2024

    Income

    5,815,663

    4,964,574

    4,149,764

    Operating Cost

    4,257,048

    3,851,294

    3,309,366

    Employee Salary and Benefits

    696,717

    693,382

    712,679

    Payments to Funders

    382,748

    1,072,670

    864,810

    Income Tax

    59,454

    276,379

    100,107

    Community Investment

    100

    348

    1,502

  • IBASE complies with the "Guidelines for the Establishment of Internal Control Systems for Publicly Issued Companies" to establish effective internal control systems considering its own operations and those of its subsidiaries. It continuously reviews and improves these systems to adapt to changes in the internal and external environment, ensuring the ongoing effectiveness of the design and implementation of internal controls.


    In 2024, the internal audit unit conducted audits on 40 internal control operations, with no significant non-compliance items. All non-compliance items were addressed within the specified timelines and closed.


  •  IBASE adheres to legal compliance as its foundation, prioritizing integrity to build core corporate values. Conducting business with integrity and adherence to legal principles are fundamental to our operations. To ensure the thorough implementation of ethical business practices within IBASE, we have always placed great importance on the integrity of our colleagues. Upon joining the company, new employees are introduced to IBASE's integrity policies by the administration department. They are required to sign the "Personal Data Usage Consent Form", "Confidentiality Agreement", and "Declaration of Commitment", fostering awareness of integrity among colleagues. Additionally, the administration department expects management to lead by example, adhering strictly to the principles of integrity and gradually fostering a culture of integrity throughout IBASE.


    At the same time, IBASE has established a 'Complaint Management Procedure' and set up multiple reporting channels. Stakeholders can submit complaints through the ESG section of IBASE official website for feedback or via the complaint email address ad_appeal@ibase.com.tw. The management department will assign dedicated personnel to initiate an investigation. Complainants are generally required to report their complaints with their names and provide relevant details of the incident, including but not limited to the name of the person being complained about, the time and place of the incident, and the circumstances involved, along with any evidence. The investigation process should be conducted fairly and kept strictly confidential, ensuring that the identity of the complainant is not disclosed. IBASE also commits to protecting complainants from any improper treatment due to their reporting.


    In commercial interactions, IBASE colleagues are required to explain IBASE's integrity policies and related regulations to trading partners during business transactions. They must explicitly refuse to provide, promise, request, or accept any form or guise of improper benefits directly or indirectly. Additionally, they should be cautious to avoid engaging in business transactions with agents, suppliers, customers, or other business partners involved in dishonest practices. If unethical behavior is detected in business dealings or collaborations, IBASE evaluates whether to categorize them as disallowed partners to uphold its integrity policies.


  • IBASE Code of Conduct


    一、 Purpose : 

    This Code is established to guide the behavior of the company’s employees in alignment with ethical standards, to inform stakeholders of the ethical standards that company personnel should follow when performing their duties, and to ensure that the company’s business activities do not compromise public interest. It is formulated in accordance with the company’s “Ethical Corporate Management Best Practice Principles,” the “RBA Manual,” the “Occupational Safety and Health Manual,” and relevant national laws.



    二、 Scope : 

    This Code applies to the company’s directors, managers, employees, appointees, or any individuals with substantial control over the company (hereinafter referred to as “persons with substantial control”).


    三、 Code Content : 

       1. Ethical Stadards :

          1.1 Integrity Management : 

                The company shall comply with the Company Act, Securities Exchange Act, Business Accounting Act, Political Donations Act, Anti-

                Corruption Act, Government Procurement Act, Act on Recusal of Public Servants Due to Conflicts of Interest, Money Laundering

                Control Act, related listing regulati ons, and other laws concerning business conduct as a fundamental requirement for implementing

                integrity management. 

          1.2 No Improper Benefits :

               1.2.1 Prohibition of Improper Gifts, Bribery, or Receipt of Benefits : 

                        The company and its directors, managers, employees, appointees, and persons with substantial control shall not, directly or

                        indirectly, offer, promise, request, or accept any form of improper benefit from clients, agents, contractors, suppliers, public

                        officials, or other stakeholders while conducting business. Exceptions apply only to normal social etiquette that is occasional and

                        does not affect specific rights or obligations. 

               1.2.2 Limitation on Engaging in or Assisting Political Activities : 

                        Donations to political parties or individuals/organizations engaged in political activities must comply with the Political Donations

                        Act and internal company policies and must not be used to obtain business interests or advantages in transactions. 

               1.2.3 Charitable Donations or Sponsorships Must Not Involve Improper Benefits :

                        Charitable donations or sponsorships must comply with relevant laws and internal regulations and shall not be disguised forms

                        of bribery. It is prohibited to directly or indirectly offer or accept unreasonable gifts, entertainment, or other improper benefits

                        to establish business relationships or influence business transactions. 

               1.2.4 Avoidance of Conflicts of Interest : 

                        To prevent conflicts of interest, directors and managers should voluntarily report any potential conflicts to the administration. 

                        Directors, managers, and other interested parties present at board meetings should disclose any significant personal or

                        representative conflict of interest with proposed matters. If the conflict is likely to harm company interests, they must not

                        participate in discussions, voting, or act as a proxy for other directors. Directors should also avoid supporting each other

                        improperly. Directors and managers must not use their positions to secure improper benefits for themselves, spouses, parents,

                        children, or others. 

                1.2.5 Prohibition of Insider Trading : 

                        Non-public information that may influence stock trading is considered insider information. Employees must not use insider

                        information for personal gain or to benefit others. Financial status and business transaction information must not be disclosed

                        without prior authorization to protect shareholders’ interests. 

                1.2.6 Commitment to Product and Service Quality : 

                        During product and service development, procurement, manufacturing, provision, or sales, the company must follow applicable

                        laws and international standards to prevent any direct or indirect harm to consumers or other stakeholders’ rights, health, or

                        safety. 

                1.2.7 Intellectual Property Rights : 

                        The company and its directors, managers, employees, appointees, and persons with substantial control shall comply with

                        relevant IP laws, internal procedures, and contractual obligations. No one may use, disclose, dispose of, damage, or infringe

                        upon intellectual property without consent from the owner. Employees must not infringe upon trade secrets, trademarks,

                        patents, copyrights, or other intellectual property rights. 

                 1.2.8 Asset Security Management : 

                        The company provides diverse assets, including computers, communication, and other equipment and data, for business use.

                        Employees are prohibited from improperly or illegally using these assets and must take measures to prevent external intrusions

                        or damage from using data, information systems, and network equipment to protect technical know-how and production

                        knowledge tied to intellectual property. 

                 1.2.9 Fair Trade : 

                        The company shall conduct business activities in accordance with the Fair Trade Act and other competition laws and must not

                        engage in unfair competition. 

                 1.2.10 Whistleblower Identity Protection and Anti-Retaliation : 

                        Whistleblower identities and reports must remain confidential. Anonymous reporting is allowed, and whistleblowers must be

                        protected from retaliation.            

                 1.2.11 Data Confidentiality and Privacy Management : 

                        The company and its directors, managers, employees, appointees, and persons with substantial control must handle business- 

                        confidential and sensitive commercial information in accordance with company rules, employee regulations, disciplinary policies, 

                        and confidentiality guidelines. This includes data from business partners, such as suppliers, customers, consumers, and

                        employees. Collection, storage, processing, transmission, and sharing of personal data must comply with privacy and data

                        protection laws and regulations.


       2. Labor Standards : 

           The company is committed to upholding internationally recognized labor rights and respecting all workers. This applies to temporary

           workers, migrant workers, students, contract workers, direct hires, and all other types of labor. 

          2.1 Freely Chosen Employment : 

                Forced, bonded (including debt bondage), indentured labor, involuntary or exploitative prison labor, slavery, or trafficking is

                prohibited. This includes the use of threats, coercion, abduction, or deception to transport, harbor, recruit, transfer, or obtain labor

                or services. 

          2.2 Young Workers : 

                Child labor is strictly prohibited in any manufacturing process. “Child” refers to any person under 15 years of age, below the

                compulsory education age, or under the minimum employment age in that country/region—whichever is highest. Exceptions apply 

                to legal workplace learning programs compliant with applicable laws. Workers under 18 must not engage in work that endangers 

                their health or safety, including night shifts or overtime. Proper student recordkeeping, vetting of educational partners, and

                compliance with local laws must be ensured. Student workers must be adequately supported and trained. If no local law applies,

                interns and apprentices must receive wages equal to those of other entry-level workers in the same roles. 

          2.3 Wages and Benefits : 

                Wages must comply with applicable laws, including minimum wage, overtime, and legal benefits. Overtime wages must exceed regular

                rates per local law. Wage deductions as punishment are prohibited. Workers must receive clear wage statements each pay period.

                Temporary, dispatch, and outsourced workers must be hired in accordance with local laws. 

          2.4 Humane Treatment : 

                Employees must be treated humanely. Sexual harassment, sexual abuse, corporal punishment, mental or physical coercion, or verbal

                abuse is prohibited, as are threats to commit such acts. Disciplinary policies must be clearly defined and communicated. 

          2.5 Non-Discrimination : 

                The company prohibits harassment and illegal discrimination. Employees must not be discriminated against on the basis of race,

                color, age, gender, sexual orientation, gender identity or expression, ethnicity, disability, pregnancy, religion, political affiliation, 

                union membership, veteran status, genetic information, or marital status in hiring, pay, promotion, training, or work conditions.

                Workers must have appropriate spaces for religious practices. Medical exams or physical tests with discriminatory intent are

                prohibited. 

          2.6 Freedom of Association : 

                In accordance with local laws, the company respects all employees' rights to form and join unions, engage in collective bargaining, 

                and attend peaceful assemblies, as well as the right to abstain. Workers and their representatives must be able to communicate 

                 with management and share concerns without fear of discrimination, retaliation, threat, or harassment. 

          2.7 Occupational Safety and Health : 

                Senior management shall establish and maintain occupational health and safety policies that ensure safe working conditions, 

                prevent work-related injuries and illnesses, and are suitable for the organization’s purpose, scale, activities, and OSH risks and

                opportunities. Commitments include legal compliance, hazard elimination, risk reduction, continual improvement of OSH

                management systems, and worker consultation and participation. 


       3. Disciplinary Actions : 

           Violations of this Code may be reported via complaint mailbox or hotline. Upon verification, disciplinary actions shall be taken according

           to the company’s reward and punishment regulations. If the reported person is a director or senior executive, the case shall be escalated

           to the independent directors. Depending on the severity of the violation, follow-up measures may include reporting to regulatory

           authorities or transferring the case to judicial investigation. For confirmed violations, the job title, name, date of violation, details, and

           handling outcomes shall be publicly disclosed


    四、 Supplementary Provisions : 

    This Code shall be implemented upon approval by the presidentr and chairman. any revisions must follow the same procedure.

  •                                    ISO9001                                                                              ISO14001


                                       ISO13485                                                                          ISO27001

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