Yen-Hsin Chou
About Yen-Hsin Chou
Independent director of ABVC BioPharma and Chair of the Audit Committee. Age 36. Professional background in banking as a financial specialist at Mega Bank since 2011. Bachelor’s degree in finance and economics from Yuan Ze University. Designated by the Board as an “audit committee financial expert” under SEC rules and determined to be independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure/Dates | Committees/Impact |
|---|---|---|---|
| ABVC BioPharma, Inc. | Independent Director; Audit Committee Chair | Director nominee in 2023 and 2025 proxies; current chair | Chairs Audit Committee; designated audit committee financial expert; independent under Nasdaq rules |
| Mega Bank | Financial Specialist | 2011–present | Customer services and financial consultations |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships or external board roles disclosed in proxy . |
Board Governance
- Independence and role: The Board determined Ms. Chou is independent and serves as Audit Committee Chair; she is also the Board’s designated audit committee financial expert under SEC rules .
- Committee assignments: Audit Committee (Chair); not listed on Compensation or Nominating/Governance committees in 2025 slate .
- Board structure: Board has 11 directors, nine are non-management; each Audit/Compensation/Nominating committee member is independent .
- Attendance: The 2025 proxy does not disclose individual director attendance rates or meeting attendance details .
- Family/interlocks: Proxy discloses family relationships among certain Jiang family directors and between two other directors; none involve Ms. Chou .
Fixed Compensation
| Component | FY 2024 | Notes |
|---|---|---|
| Annual cash retainer | Not disclosed | The proxy does not provide a director compensation table detailing cash retainers . |
| Committee chair fee (Audit) | Not disclosed | Not specified . |
| Meeting fees | Not disclosed | Not specified . |
| Director option grants | None in FY 2024 | “We did not pay stock options to directors in fiscal year 2024.” |
Performance Compensation
| Element | Terms | Notes |
|---|---|---|
| Performance metrics tied to director pay | None disclosed | No performance-based metrics, bonuses, or PSU/RSU disclosure for directors; equity awards to directors are at Board discretion; no director options granted in FY 2024 . |
| Historical equity grants to directors | 4/16/2022 grant of options to 5 directors, 76,190 shares in aggregate (post-split), $30.00 strike, vested at grant, 10-year term | Recipients not identified individually; indicates ABVC has used options for director compensation historically . |
Other Directorships & Interlocks
| Person | Other Public Company Boards | Interlocks/Conflicts |
|---|---|---|
| Yen-Hsin Chou | None disclosed | No Item 404 related-party relationship disclosed for Ms. Chou; Board states no director had relationships requiring Item 404 disclosure, aside from transactions separately disclosed that do not involve Ms. Chou . |
Expertise & Qualifications
- Banking and financial services experience (Mega Bank financial specialist since 2011), supporting Audit Committee leadership .
- Audit Committee Financial Expert designation under SEC rules .
- Academic credential: Bachelor’s in finance and economics (Yuan Ze University) .
Equity Ownership
| Holder | Beneficial Ownership (as of date) | % of Class | Notes |
|---|---|---|---|
| Yen-Hsin Chou (4/28/2025) | 41,956 shares | <1% | Beneficial ownership table; no pledging disclosed . |
| Yen-Hsin Chou (12/14/2023) | 569 shares | <1% | Prior-year disclosure; baseline for trend . |
Related-Party Exposure (context for Audit oversight)
- Significant related-party Land Proposal with director Shuling Jiang: renegotiated 2024–2025 to acquire land via stock and warrants, potential issuance ≥20% of outstanding; requires shareholder approval under Nasdaq rules; exchange cap and beneficial ownership limits included .
- Broader related-party arrangements (e.g., Rgene loans/agreements) disclosed at the company level; no specific transactions involving Ms. Chou personally are disclosed .
Risk Indicators and Investor Confidence Signals (Board/Audit context)
- Restatement and auditor change: 2024 audit led to conclusion that FY 2023 financials should no longer be relied upon; reassessed and reaudited by new auditor (Simon & Edward, LLP) engaged Oct 2024 .
- Nasdaq compliance: Company regained compliance with minimum bid price in May 2025 after prior deficiency notices—ongoing listing risk was actively managed .
- Governance structure: Independent Audit/Compensation/Nominating committees; Board independence affirmed; however, presence of multiple related-party transactions and family relationships elevates the importance of Audit Committee oversight -.
Governance Assessment
- Positives:
- Independent director with banking background and designated audit committee financial expert, chairing the Audit Committee—aligned with strong financial oversight requirements .
- Personal share ownership (<1%) provides some alignment; ownership increased from 569 (Dec 2023) to 41,956 shares (Apr 2025) .
- Watch items:
- Company-level related-party Land Proposal and other related-party dealings heighten scrutiny of conflict controls—Audit Committee leadership is critical; no personal involvement by Ms. Chou disclosed - .
- Recent auditor change and financial restatement increase reliance on the Audit Committee’s effectiveness in remediation and internal control oversight .
- Director cash retainer and fee structures are not disclosed, limiting transparency into pay-for-service alignment; no director equity grants in FY 2024 .