Functional Committee


Remuneration Committee

The Company established a Compensation Committee in 2011, comprised of all independent directors. Its function is to assist the Board of Directors in regularly implementing and evaluating the performance assessment and compensation policies, systems, standards, and structures for directors and managerial officers, as well as their remuneration, in order to strengthen corporate governance.

The Remuneration Committee held two meetings in 2025. The responsibilities of the Remuneration Committee are as follows:

1. Establish and regularly review the company's annual and long-term performance targets and compensation policies, systems, standards, and structures for directors and managers.
2. Regularly evaluate the achievement of performance targets for the Company’s directors and managers, and determine the content and amount of their individual remuneration.

Audit Committee

To improve corporate governance and strengthen the professional capabilities of the Board of Directors, the Company established an Audit Committee following the 2021 General Meeting of Shareholders. The Audit Committee shall consist of all independent directors. The Committee's primary objectives are to oversee the following matters:

1. Appropriate presentation of the company's financial statements.
2. The selection (dismissal) and independence and performance of the certified public accountant.
3. Effective implementation of the company's internal control.
4. The company complies with relevant laws and regulations.
5. Control of existing or potential risks of the company.

The Audit Committee shall hold meetings at least quarterly to discuss and vote on cases involving the following matters:

1. Establish or amend the internal control system in accordance with Article 14-1.
2. Assessment of the effectiveness of the internal control system.

To improve corporate governance and strengthen the professional functions of the Board of Directors, the Company established an Audit Committee composed of all independent directors following the re-election at the July 2021 Regular Shareholders Meeting.
The main purpose of this committee is to supervise the following matters:

1. Appropriate presentation of the company's financial statements.
2. The selection (dismissal) and independence and performance of visa accountants.
3. Effective implementation of the company's internal control.
4. The company complies with relevant laws and regulations.
5. Control of existing or potential risks of the company.

The Audit Committee held three meetings in 2025. The Audit Committee's responsibilities are as follows:

1. Establish or amend internal control systems in accordance with Article 14-1 of the Securities and Exchange Act.
2. Assessment of the effectiveness of the internal control system.
3. Establish or amend procedures for handling major financial activities such as acquiring or disposing of assets, engaging in derivatives trading, lending funds to others, endorsing or providing guarantees for others in accordance with Article 36-1 of the Securities and Exchange Act.
4. Matters involving the directors’ personal interests.
5. Significant asset or derivative transactions.
6. Significant loan, endorsement or guarantee of funds.
7. Offering, issuing, or private placement of equity securities.
8. Appointment, dismissal, or remuneration of certified public accountants.
9. Appointment and removal of finance, accounting or internal audit directors.
10. Annual financial report signed or stamped by the chairman, managers and accounting director, and the second quarter financial report audited and certified by a certified public accountant.
11. Other important matters stipulated by the company or competent authorities.

Sustainable Development Committee

In August 2024, the company established a Sustainability Committee, comprised of one director and two independent directors. According to the Sustainability Committee's charter, this committee, under the authority of the Board of Directors, shall, with the care of a good steward, faithfully perform the following duties and powers and report to the Board of Directors:

1. Formulate, promote, and strengthen the company's sustainable development policies, annual plans, and strategies.
2. Review, track, and revise the implementation and effectiveness of sustainable development.

Operation and implementation of the Sustainability Committee:

The term of office of this committee is from August 6, 2024 to May 27, 2027.
The meeting was held once in 2025. The attendance of the members is as follows:

Name Number of attendances Actual attendance Number of absences or delegated attendances
Tseng,Chung Kuo(Chairman) 1 1 0
Hong,Li-Rong (Independent Director) 1 1 0
Kuan,Yean-Der (Independent Director) 1 1 0

Members of each functional committee
job title Name Audit Committee Remuneration Committee Sustainable Development Committee
Chairman Tseng,Chung-Kuo V (Convener)
Independent Director Hong,Li-Rong V (Convener) V (Convener) V
Independent Director Yang, Wen-An V V
Independent Director Chen,Ming-Bing V V
Independent Director Kuan,Yean-Der V V V

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