Yu-Min Chung
About Yu-Min Chung
Yu‑Min (Francis) Chung, age 60, is an Independent Director at ABVC BioPharma and is listed among director nominees for re‑election in both the 2023 and 2025 proxy statements, indicating board service at least since 2023 . He holds a B.S. in Chemistry (National Taiwan University, 1987), an MBA (National Taiwan University, 2006), and a Ph.D. in Pharmacy (University of Iowa, 1995) . His background spans venture investing and biotech services, including roles at Maxpro Ventures and TaiAn Technology in Taiwan .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Maxpro Ventures (Taiwan) | Partner | Jul 2018 – May 2022 | Investment firm focused on breakthrough biomedical technology companies |
| TaiAn Technology (Taiwan) | Vice President | Jun 2016 – Jun 2018 | Biotechnology service company and management company for biotech venture capital funds |
External Roles
| Category | Role/Organization | Notes |
|---|---|---|
| Public company boards | None disclosed | No other public company directorships identified in ABVC’s proxy biography for Chung |
| Private/Non‑profit/Academic | Not disclosed | No additional external board roles disclosed in proxy materials |
Board Governance
- Independence: The Board determined Chung is an “independent director” under NASDAQ rules; other independent directors are Odaira, Sakamoto, Chou, and Miao .
- Committee assignments: Current committee memberships do not include Chung. Audit Committee: Chou (Chair), Miao, Hsu; Compensation Committee: Sakamoto (Chair), Miao, Hsu; Corporate Governance & Nominating Committee: Odaira (Chair), Miao, Hsu .
- Board composition: The Board consists of 11 directors, nine of whom are non‑management directors .
| Committee | Members | Chair | Chung member? |
|---|---|---|---|
| Audit | Yen‑Hsin Chou; Hsin‑Hui Miao; Che‑Wei Hsu | Chou | No |
| Compensation | Norimi Sakamoto; Hsin‑Hui Miao; Che‑Wei Hsu | Sakamoto | No |
| Corporate Governance & Nominating | Yoshinobu Odaira; Hsin‑Hui Miao; Che‑Wei Hsu | Odaira | No |
Fixed Compensation
| Element | FY 2024 | Notes |
|---|---|---|
| Director stock options | No grants | “We did not pay stock options to directors in fiscal year 2024.” |
| Cash retainers/committee fees | Not disclosed | Proxy does not specify director cash retainers or meeting fees |
Performance Compensation
| Metric/Design | Disclosure |
|---|---|
| Performance metrics tied to director pay (e.g., TSR, EBITDA, ESG) | Not disclosed in proxy materials |
| Equity plan context (company‑level) | Shareholders asked to increase Plan to 15% of outstanding shares and add automatic 5% annual increases until the additional number equals 15% of prior year’s outstanding shares |
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Interlocks/Shared directorships | None disclosed for Chung; committee memberships and related party disclosures in proxy do not cite Chung |
| Related‑party exposure | Land transaction proposal involves director Shuling Jiang; no Item 404 related‑party disclosure cited for Chung |
Expertise & Qualifications
- Advanced degrees spanning chemistry and pharmacy (B.S. Chemistry, National Taiwan University; Ph.D. Pharmacy, University of Iowa) and managerial training (MBA, National Taiwan University) .
- Venture investing and biotech services experience in Taiwan (Maxpro Ventures partner; TaiAn Technology vice president) .
Equity Ownership
| Metric | Dec 14, 2023 | Apr 28, 2025 |
|---|---|---|
| Shares beneficially owned | 556 | 41,387 |
| Percent of class | <1% | <1% |
Notes:
- As of Apr 28, 2025, ABVC had 16,153,055 shares outstanding; Chung’s holdings were less than 1% .
Governance Assessment
- Independence and engagement: Chung is formally independent under NASDAQ rules and is nominated for annual re‑election; however, he is not currently seated on the Audit, Compensation, or Nominating committees—limiting direct committee‑level influence on key oversight areas .
- Ownership alignment: Beneficial ownership increased from 556 shares (Dec 2023) to 41,387 shares (Apr 2025), but remains under 1% of outstanding shares—providing some alignment but not a material stake relative to ABVC’s share count .
- Pay design/transparency: No director option grants in 2024 and limited disclosure on director cash retainers and meeting fees—reducing visibility into pay‑for‑performance linkage for directors .
- Board‑level risk indicators: Company‑wide proposals introduce dilution risk (Plan to 15% plus automatic 5% annual increases) and continued related‑party transaction exposure via the land purchase proposal involving Director Shuling Jiang—potentially affecting investor confidence and perceived governance rigor despite exchange caps and voting safeguards .
- Audit environment: Auditor change in 2024 (WWC non‑renewal; engagement of Simon & Edward, LLP) and restatement of 2023 financial statements disclosed—heightening the importance of robust board oversight (though this is company‑level, not Chung‑specific) .
RED FLAGS: Company pursuing a related‑party land acquisition with a director (Shuling Jiang) that may exceed 20% of outstanding shares and could be viewed as change‑of‑control absent shareholder approval; equity plan enlargement and auto‑increase mechanics imply sustained dilution risk if used aggressively .