Audit Committee
On July 1, 2011, the 9th Board of Directors held its 1st meeting and passed a resolution to establish the "Audit Committee Organization Regulations" and set up the Audit Committee. The Audit Committee is established to supervise the proper presentation of the Company's financial statements, the selection (dismissal) and independence and performance of the certified public accountants, the effective implementation of the Company's internal controls, the Company's compliance with relevant laws and regulations, and the management of existing or potential risks of the Company in a professional and objective manner.
I. Members of the Audit Committee
The professional qualifications and experience of the audit committee members are shown in the table below:
II. Responsibilities of the Audit Committee
The responsibilities of this committee are as follows:
(i) Establish or amend the internal control system in accordance with Article 14-1 of the Securities and Exchange Act.
(ii) Assessment of the effectiveness of internal control systems.
(iii) Establish or amend the procedures for handling significant financial business activities such as acquiring or disposing of assets, engaging in derivative transactions, lending funds to others, or endorsing or providing guarantees for others in accordance with Article 36-1 of the Securities and Exchange Act.
(iv) Matters involving the director’s own interests.
(v) Significant asset or derivative transactions.
(vi) Significant loans, endorsements or guarantees.
(vii) Offering, issuing or privately placing equity securities.
(viii) Appointment, dismissal or remuneration of certified public accountants.
(ix) Appointment and removal of finance, accounting or internal audit supervisors.
(x) Annual financial statements signed or sealed by the chairman, manager and chief accountant and second quarter financial statements that must be audited and certified by an accountant.
(xi) Other major matters as required by the company or competent authority.
III. Operation of the Audit Committee
(a) Term of office and attendance The Company’s Audit Committee consists of 3 members.
The term of office for this committee is from May 24, 2014 to May 23, 2017.
Attendance: The Audit Committee of our company held 7 meetings in 2025, and all members attended in person, with an average attendance rate of 100%. The attendance of the members is as follows.
(II) Important Resolutions
Salary and Compensation Committee
In June 2012, the Company established a Salary and Remuneration Committee in accordance with the "Regulations Governing the Establishment and Exercise of Powers of Salary and Remuneration Committees of Listed Companies or Companies Trading in Securities Firms" set up by the Financial Supervisory Commission. According to the Company's Articles of Association for the Salary and Remuneration Committee, the members of the Salary and Remuneration Committee are appointed by resolution of the Board of Directors. The number of members is three to five, of which more than half are independent directors. The Committee holds at least two meetings each year.
I. Members of the Remuneration Committee
The professional qualifications and experience of the members of the Remuneration Committee are described in the table below:
Eligibility requirements:
1. Lecturer or above from public or private colleges and universities with majors in business, law, finance, accounting, or related fields required for corporate operations.
2. Judges, prosecutors, lawyers, accountants, or other specialized professionals and technicians who have passed national examinations required for the company's business and hold relevant certificates.
Member.
3. Possess relevant work experience in business, legal, financial, accounting, or corporate operations.
II. Responsibilities of the Salary and Compensation Committee The responsibilities of this committee are as follows:
(i) To establish and periodically review the policies, systems, standards, and structures for performance evaluation and remuneration of the Company's directors, independent directors, and managers, and to [do something related to this].
The annual report discloses the performance evaluation criteria.
(ii) Periodically assess the remuneration of the Company’s directors, independent directors and managers.
(iii) Other cases referred by the Board of Directors.
III. Operation of the Salary and Compensation Committee
(a) Term of office and attendance
The company's Salary and Compensation Committee has 4 members.
The term of office for this committee is from May 24, 2014 to May 23, 2017.
Attendance: The Audit Committee of our company held four meetings in 2025, and all members attended in person, with an average attendance rate of 100%. The attendance details are as follows:
(II) Important Resolutions
Corporate Governance and Sustainability Committee
I. In order to achieve the Company's sustainable development goals and strengthen sustainable governance, on December 12, 2023, in accordance with the "Code of Conduct for Listed Companies" and the "Guidelines for the Governance of Listed Companies,"
In accordance with the "Code of Practice for Sustainable Development of OTC Companies", a "Corporate Governance and Sustainability Committee" has been established under the Board of Directors.
II. In accordance with the Company's "Corporate Governance and Sustainable Development Committee Organization Regulations," the number of members of the "Corporate Governance and Sustainable Development Committee" shall not be less than three.
Members should possess professional knowledge and skills in corporate sustainability, and at least half of the members should be independent directors. The "Corporate Governance and Sustainability Committee" is convened annually.
Meetings shall be held at least once, and may be convened as needed.
III. The main powers and responsibilities of the "Corporate Governance and Sustainability Committee" are as follows:
(i) Formulate, promote and strengthen the company’s sustainable development policies, annual plans and strategies.
(ii) Review, track and revise the implementation and effectiveness of sustainable development policies.
(iii) Supervise the disclosure of sustainability information and review sustainability reports.
(iv) Supervise the implementation of the Company’s business in accordance with the Code of Conduct for Sustainable Development or other sustainable development-related work as resolved by the Board of Directors.
IV. Term of Office and Qualifications of Committee Members:
The term of this committee is from January 1, 114 to May 23, 116. The professional qualifications and experience of all committee members are as follows:
V. Operation of the "Corporate Governance and Sustainable Development Committee" in 2015:
VI. Meeting Information for the 2015 "Corporate Governance and Sustainable Development Committee":
