• Board of Directors
• Committees
• Governance & Sustainable Development Office
• Internal Policies
• The operational status of Corporate Governance
• Implementation status of performing Ethical Corporate Management
• Prevent Insider Trading
• Internal Audit
• Risk Management
• Whistle Blowing System

Member of Committee

Audit Committee

Compensation Committee

Nominating Committee

Sustainable Development Committee

Functional committee performance evaluation mechanism

Audit Committee

Audit Committee Meeting Status in 2024 and 2025

Responsibilities of the Audit Committee

The Audit Committee assists the Board of Directors in performing its oversight responsibilities and exercises the powers and duties stipulated under the Securities and Exchange Act, the Company Act, and other applicable laws and regulations.
The Committee holds regular communications with CPAs to review and evaluate their professionalism, independence, quality control, supervision, and innovation capabilities. It also regularly receives reports from the internal audit department, reviews the effectiveness of the internal control system, and ensures the accuracy and transparency of the Company’s financial and operational information, thereby upholding integrity in management and maintaining sound corporate governance.
The major duties and responsibilities are as follows:

• Adopt or amend internal control systems in accordance with Article 14-1 of the Securities and Exchange Act.
• Adopt or amend procedures for significant financial or business activities such as the acquisition or disposal of assets, engaging in derivatives transactions, extending loans to others, or providing endorsements or guarantees for others, in accordance with Article 36-1 of the Securities and Exchange Act.
• Review matters involving directors’ personal interests.
• Review major asset or derivatives transactions.
• Review significant monetary loans, endorsements, or guarantees.
• Review the public offering, issuance, or private placement of equity-related securities.
• Evaluate the appointment, dismissal, and compensation of CPAs.
• Evaluate the appointment or dismissal of the Company’s chief financial officer, chief accountant, or chief internal auditor.
• Review annual and semi-annual financial reports.
• Review other material matters as required by the Company or by competent authorities.

The Committee is composed entirely of independent directors, with at least one member possessing expertise in accounting or finance. The current four independent directors all meet the qualification requirements stipulated by relevant regulations regarding professionalism, work experience, independence, and the number of concurrent independent directorships.

The Committee convenes at least once every quarter and may hold additional meetings as necessary.

Compensation Committee

Compensation Committee Meeting Status in 2024 and 2025

Responsibilities of the Compensation Committee

The Compensation Committee, acting with independence and objectivity, is responsible for establishing a performance-linked compensation system for the Company. The Committee formulates and recommends compensation policies and proposals for submission to the Board of Directors for discussion and approval.
The major duties and responsibilities are as follows:

• Review and propose amendments to the Compensation Committee Charter.
• Establish and periodically review the policies, systems, standards, and structure governing the performance evaluation and compensation of the Company’s directors and managerial officers.
• Regularly evaluate and determine the compensation packages of directors and managerial officers.

In performing its duties, the Committee takes into consideration industry benchmarks, individual performance, corporate performance, and the appropriateness of risks to ensure that the compensation system does not induce directors or managerial officers to engage in activities beyond the Company’s risk tolerance.

The Committee prudently determines the proportion and timing of short-term incentives and variable compensation in accordance with industry characteristics and the nature of the Company’s business.

The Committee shall consist of no fewer than three members, with a majority being independent directors, and shall be chaired by an independent director, who also serves as the convener of the Committee. The current term comprises five members, including four independent directors and one expert, all of whom meet the professional qualifications and independence requirements stipulated by applicable laws and regulations.

The Compensation Committee shall convene at least twice a year, and additional meetings may be held as necessary.

Nominating Committee

Nominating Committee Meeting Status in 2024

Responsibilities of the Nominating Committee

Under the authorization of the Board of Directors, the Nominating Committee shall exercise the duty of care of a good administrator and faithfully perform the following functions. The Committee’s recommendations shall be submitted to the Board for discussion and approval.
The major duties and responsibilities are as follows:

• Nominate candidates for directors, independent directors, and senior managerial officers, and review the required professional knowledge, skills, experience, gender diversity, and independence of Board members, independent directors, and senior executives.
• Establish and develop the organizational structure of the Board and its committees, conduct performance evaluations of the Board, each committee, individual directors, and senior management, and assess the independence of independent directors.
• Formulate and regularly review the training programs for directors and the succession plans for directors and senior managerial officers.
• Handle other matters assigned by the Board of Directors.

The Committee shall consist of no fewer than three directors, with a majority being independent directors, and shall be chaired by an independent director, who also serves as the convener of the Committee. The current term comprises five members, including four independent directors and one expert, all possessing professional expertise in finance, accounting, business management, human resources, and legal affairs, meeting the professional competency requirements of the Committee.

The Nominating Committee shall convene at least once a year, and additional meetings may be held as necessary.

Sustainable Development Committee

Sustainable Development Committee Status in 2025

Responsibilities of the Sustainable Development Committee

Under the authorization of the Board of Directors, the Sustainable Development Committee shall exercise the duty of care of a good administrator and faithfully perform the following functions, submitting its proposals and reports to the Board for discussion and resolution.
The major duties and responsibilities are as follows:

• Formulate and promote the Company’s sustainable development policies, annual plans, and related strategies.
• Supervise and review the implementation and effectiveness of the Company’s sustainable development initiatives.
• Oversee sustainability disclosures and review the Company’s Sustainability Report.
• Monitor the implementation of the Company’s Code of Sustainable Development Practice.
• Handle other sustainability-related matters assigned by the Board of Directors.

The Committee shall consist of no fewer than three members, with at least one director participating in oversight. The current term comprises five members, including four independent directors and one expert member, all of whom possess professional knowledge and competence in corporate sustainability.

The Sustainable Development Committee shall convene at least once a year, and additional meetings may be held as necessary.