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Functional Committee Operation Introduction

Powers and responsibilities of Audit Committee:

The Audit Committee is responsible for assisting the board of directors in performing its supervisory duties and exercising the powers stipulated in the Securities and Exchange Act, Company Law and other laws and regulations, and regularly communicates with the company's certified accountants and conducts audits on the selection, independence and performance of certified accountants. At the same time, the company's internal auditors will regularly submit audit summary reports to the Audit Committee in accordance with the annual audit plan, and the Audit Committee will also regularly assess the company's internal control system, internal auditors and their work. The main duties of this committee are as follows:


1. Formulate or revise the internal control system.

2. Check the effectiveness of the internal control system.

3. Formulate or revise the procedures for handling major financial business activities such as acquiring or disposing of assets, engaging in derivative commodity transactions, lending funds to others, and endorsement or providing guarantees for others.

4. Matters involving the interests of the directors themselves.

5. Significant asset or derivative commodity transactions.

6. Significant capital loans, endorsements, or guarantees.

7. Raising, issuing, or private placement of equity securities.

8. Appointment, dismissal or remuneration of certified public accountants.

9. Appointment and dismissal of financial, accounting or internal audit supervisors.

10. The annual financial report signed or sealed by the chairman, manager, and accounting supervisor, and the second-quarter financial report that must be audited and signed by an accountant.

11. Other important matters stipulated by the company or the competent authority.


The committee is composed of all independent directors, the number of which shall not be less than 3, one of whom shall be the convener, and at least one of them shall have accounting or financial expertise. The Audit Committee convenes at least once a quarter. Please refer to the Annual Report of the Company’s Shareholders’ Meeting for details of the Committee’s meetings and the attendance rate of each member.


Name Position
Chen Shih-Chin Convener

Lai Chen-Chu Committee

Li Chou-Wei Committee


Powers and responsibilities of Compensation committee:

The Remuneration Committee establishes a performance-linked remuneration system for the company from an independent and detached perspective, faithfully performs the functions and powers assigned by the board of directors, and regularly proposes remuneration system plans or suggestions to the board of directors for discussion and resolution. The main duties of this committee are as follows:


1. Regularly review the Article of the compensation committee and propose amendments.

2. Formulate and regularly review the company's directors and managers' performance evaluation standards, annual and long-term performance goals, and salary policies, systems, standards and structures, and disclose the content of the performance evaluation standards in the annual report.

3. Regularly evaluate the achievement of the performance goals of the company's directors and managers, and determine the content and amount of individual salaries based on the evaluation results obtained from the performance evaluation standards. The annual report shall disclose the individual performance evaluation results of directors and managers, and the relevance and rationality of the content and amount of individual remuneration and performance evaluation results, and shall be reported at the shareholders' meeting.


The number of members of this committee shall not be less than 3 and shall be appointed by the resolution of the board of directors, and more than half of the members shall be independent directors, and all members shall recommend an independent director to serve as the convener and chairman of the meeting

The Remuneration Committee shall be held at least twice a year. The reason for the convening of the Committee shall be stated and the members shall be notified 7 days in advance. However, those in emergency are not subject to this limitation.


Name Position
Lai Chen-Chu Convener

Chen Shih-Chin Committee

Li Chou-Wei Committee