Implementation of the Ethical Corporate Management Policy
“Ethical corporate management” represents the Company’s highest moral standard. The Company has established a corporate governance unit responsible for promoting ethical corporate management, while the Administration Department is responsible for its implementation. At least once a year, the operation of the relevant unit and the implementation status are reported to the Board of Directors. In addition, through the formulation of regulations, continuous improvement, supervision and control mechanisms, and education and training, employees are familiarized with the principles of ethical corporate management. Accordingly, the Company has adopted the “Corporate Governance Best Practice Principles,” the “Ethical Corporate Management Best Practice Principles,” and the “Procedures and Guidelines for Ethical Corporate Management,” all of which have been approved by the Board of Directors, in order to embed ethical corporate management into the Company’s corporate culture.
I. Signing Statement
All directors and senior executives of the Company, totaling 13 persons, have signed statements pledging compliance with the ethical corporate management policy.
II. Education and Training
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New Employees: In 2025, 100% of new employees were informed, upon onboarding, of regulations related to confidentiality, integrity, fiduciary duties, and the prevention of insider trading, and were provided with relevant documents. Signed acknowledgements or statements were duly obtained.
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On-the-job Training: The Company conducts at least one education and training session and assessment each year covering regulations and guidelines related to insider trading, equity ownership of insiders, and the ethical corporate management principles.
III. Ethical Transactions
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In accordance with the principles of ethical corporate management, the Company conducts business activities in a fair and transparent manner. Prior to engaging in commercial transactions, the Company assesses the legitimacy of counterparties and whether they have records of unethical conduct, and avoids transactions with parties having such records. If any counterparty or partner is found to have engaged in unethical conduct, the Company will immediately cease business dealings with such party in order to implement its ethical corporate management policy.
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When engaging with suppliers or other business counterparties, the Company communicates its ethical corporate management policy and, where appropriate, requires compliance with integrity, anti-corruption, and confidentiality policies through contractual clauses, or requests the execution of a “Corporate Social Responsibility Commitment” and an “Integrity, Anti-corruption and Confidentiality Commitment.”
IV. Conflict of Interest Avoidance
The Company has established conflict of interest avoidance mechanisms for directors (including independent directors) and committee members in the “Ethical Corporate Management Best Practice Principles,” the “Rules of Procedure for Board Meetings,” the “Audit Committee Charter,” the “Remuneration Committee Charter,” and the “Corporate Governance and Sustainability Committee Charter.”
For matters submitted to the Board of Directors or functional committees, any director or committee member who has a personal interest, or whose represented entity, spouse, or relatives within the second degree of kinship have an interest that may be detrimental to the interests of the Company, shall not participate in the discussion or voting, shall abstain from such discussion and voting, and shall not exercise voting rights on behalf of other directors.
Implementation of conflict of interest avoidance at Board meetings in 2025:
V. Periodic Review
For all operating locations, the Company conducts risk assessments related to corruption through annual self-inspections and legal compliance self-assessments by each department to ensure effective control and implementation. Independent audits are also conducted by the internal audit unit to ensure the proper operation of the overall mechanism and to jointly manage and prevent unethical conduct. No incidents of corruption or anti-competitive behavior were identified in 2025.
VI. Whistleblowing System and Whistleblower Protection
The Company has established a “Whistleblowing Policy” to actively prevent unethical conduct and encourages both internal and external parties to report unethical or improper behavior. Reports are handled by a designated unit. The Company also provides effective communication channels for employees, shareholders, other stakeholders, and external parties through the sustainability section of its website. In accordance with the whistleblower protection provisions set forth in the policy, the Company ensures strict confidentiality of the whistleblower’s identity and report contents, and commits to protecting whistleblowers from any improper treatment as a result of making a report. No reports related to unethical conduct were received in 2025.
VII. Prevention of Insider Trading
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The Company clearly stipulates in its “Regulations Governing the Prevention of Insider Trading” that directors are prohibited from trading the Company’s shares during the blackout period, which includes 30 days prior to the public announcement of annual financial reports and 15 days prior to the public announcement of quarterly financial reports.
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Prior to the announcement of each quarterly financial report, the Company notifies directors and other insiders, totaling 13 persons, of the blackout periods during which trading of the Company’s shares is prohibited.
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In 2025, the Company circulated information on common violations related to changes in insider shareholdings under the Securities and Exchange Act to insiders on 13 occasions, in order to prevent violations of relevant securities regulations.
