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Corporate Structure and Board Composition
STARLUX Airlines follows the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies and has adopted a Board Diversity Policy to enhance governance effectiveness and board functionality. Through diverse recruitment efforts, the company attracts directors with varied professional backgrounds, expertise, and industry experience, strengthening governance and operational synergy.
As of now, the Board of Directors consists of seven members, including four directors and three independent directors (accounting for 43%). Female directors represent 14% of the board. With the exception of one director under 50 years old, all directors are above 50, bringing professional expertise in corporate management, aviation transport, government and regulatory affairs, and accounting and finance. Each director contributes extensive experience in their respective fields, ensuring multi-dimensional perspectives when shaping the company’s strategic direction.
Details of board member backgrounds, diversity, and independence can be found in the Corporate Governance section of the STARLUX Airlines official website.
Director Development & Training--Securities & Futures Institute (SFI)
| Year | Training Program | Participants | Hours |
|---|---|---|---|
| 2022 | Corporate Governance & Securities Regulations | 7 | 3 |
| 2022 | External Innovation & Sustainable Management | 1 | 3 |
| 2022 | Cybersecurity under Ransomware Threats | 1 | 3 |
| 2022 | Global Net-Zero Trends & Taiwan’s Low-Carbon Transition | 1 | 3 |
| 2022 | Insider Trading Prevention Seminar | 1 | 3 |
| 2023 | Global Future Risks and Opportunities for Sustainable Transition | 7 | 3 |
| 2023 | Trade Secrets & Board Governance Risk | 4 | 3 |
| 2023 | ESG/SROI: Doing Well by Doing Good | 1 | 3 |
| 2024 | Corporate Governance & Securities Regulations | 7 | 3 |
| 2024 | Legal Responsibilities under Taiwan’s Gender Equality Acts | 5 | 3 |
Director Development & Training--Financial Supervisory Commission (FSC)
| Year | Training Program | Participants | Hours |
|---|---|---|---|
| 2022 | Independent Directors & Audit Committee Duties Seminar | 1 | 3 |
Director Development & Training--Chinese Corporate Governance Association
| Year | Training Program | Participants | Hours |
|---|---|---|---|
| 2022 | 18th Corporate Governance Summit: Enhancing Board Effectiveness & Sustainability | 1 | 3 |
| 2022 | Family Business Succession & Tax Planning | 1 | 3 |
| 2022 | Corporate Tax Practices & Shareholder Tax Issues | 1 | 3 |
| 2023 | Digital Technology, AI Trends & Risk Management | 1 | 3 |
| 2023 | Global Low-Carbon Transition & Business Opportunities | 1 | 3 |
| 2023 | Legal Considerations in Board Supervision | 1 | 3 |
| 2023 | Global Vision for Sustainable Development: From Vision 2050 to Action 2021 | 1 | 3 |
| 2024 | Renewable Energy, Certificates & Net-Zero Roadmap | 1 | 3 |
Director Development & Training--Taiwan Investor Relations Association
| Year | Training Program | Participants | Hours |
|---|---|---|---|
| 2022 | ESG Challenges & Corporate Transformation | 1 | 3 |
| 2022 | Intellectual Property Governance & Corporate Governance | 1 | 3 |
| 2022 | Carbon Management, Carbon Tariffs & Carbon Credits | 1 | 3 |
| 2023 | ESG & Corporate Risk Management | 1 | 3 |
| 2023 | Global ESG Performance & Corporate Value | 1 | 3 |
| 2023 | Human Capital & Social Inclusion Strategies | 1 | 3 |
| 2023 | Net-Zero Opportunities & Risks: Deloitte Leadership Forum | 1 | 3 |
| 2024 | Risks in High-Tech Manufacturing: Export Controls & Supply Chain Integrity | 1 | 3 |
Director Development & Training--Association of Independent Directors of ROC
| Year | Training Program | Participants | Hours |
|---|---|---|---|
| 2024 | Risks in High-Tech Manufacturing: Export Controls & Supply Chain Integrity | 1 | 3 |
Nomination and Election of Directors
According to the Articles of Incorporation:
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The board consists of 5 to 9 members, each serving a three-year term, with eligibility for re-election.
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Independent directors must be at least three in number and account for no less than one-third of the board, including at least one public interest independent director.
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Independent directors’ qualifications, shareholding limits, restrictions on concurrent positions, and election procedures follow regulatory requirements, including the Civil Aviation Public Interest Independent Director Regulations, with a two-term limit for re-election.
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Directors are elected via a candidate nomination system and cumulative voting system by shareholders.
The board elects a Chairman with the approval of at least two-thirds of members present and a majority vote of those attending. Currently, Mr. K.W. Chang serves as Chairman, and Mr. Glenn Chai serves as President and CEO. Mr. Chai concurrently holds both roles due to his expertise in management, decision-making, and deep industry knowledge, enhancing operational efficiency.
To prevent conflicts of interest, STARLUX requires directors to recuse themselves from discussions and voting on matters where they or related parties have a personal interest. The Ethical Corporate Management Procedures and Code of Conduct clearly stipulate recusal mechanisms. Directors’ family members (spouses, second-degree relatives) and controlled entities are also subject to the same rules.
Additional disclosures on cross-directorships, interlocking shareholdings, and controlling shareholders are provided in the Annual Report – Corporate Governance section.