Corporate Governance

Implement honest business practices, information transparency, and risk management.
Establish a sound and sustainable corporate governance system.

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Corporate governance operations

Corporate governance operations

Corporate governance status:

Evaluation Project	yes	no	Abstract Description
Evaluation Project	Operation status			Differences between the Governance Practices and those of Listed and Over-the-Counter Companies and the Reasons Thereof
1. Has the company formulated and disclosed its corporate governance practices in accordance with the Code of Conduct for Listed Companies?	✔		The Company has established a corporate governance code, which has been approved by the Board of Directors.	No significant differences.
II. Company Equity Structure and Shareholders' Rights
(a) Has the company established internal operating procedures for handling shareholder suggestions, doubts, disputes and litigation matters, and implemented them in accordance with the procedures?	✔		(i) The Company has a spokesperson and investor relations management unit to properly handle shareholder suggestions. Regarding stock-related matters, professional stock-related agencies are appointed to handle related issues.	No significant differences.
(ii) Does the company have a list of the major shareholders who actually control the company and the ultimate controllers of the major shareholders?	✔		(ii) Based on the shareholder register provided by the stock broker, the Company keeps abreast of the list of major shareholders of the actual controlling company and the ultimate controllers of the major shareholders.
(iii) Has the company established and implemented risk control and firewall mechanisms with related companies?	✔		(iii) The Company has established the “Management Measures for Transactions of Group Enterprises, Specific Companies and Related Parties” and the “Supervision and Operation Measures for Subsidiaries” to establish risk control among related enterprises.
(iv) Has the company established internal regulations to prohibit company insiders from using undisclosed information in the market to buy or sell securities?	✔		(iv) The Company has established the "Internal Material Information Processing and Insider Trading Prevention Management Procedures", which stipulates that matters such as shareholdings should be declared in accordance with the law, so that insiders are aware of the relevant laws and regulations regarding insider shareholding declarations, holding/disposal, etc.
III. Composition and Responsibilities of the Board of Directors
(i) Has the Board of Directors formulated and implemented a diversified policy regarding the composition of its members?	✔		(i) The Company has stipulated in its "Corporate Governance Code" that the composition of its Board of Directors should emphasize diversity. The composition of the Company's Board of Directors should take diversity into consideration. In addition, the number of directors who also serve as managers of the Company should not exceed one-third of the total number of directors. The Company should also formulate an appropriate diversification strategy based on its own operations, business model and development needs, which should include, but is not limited to, the following two aspects: "Basic conditions and values: gender, age, nationality, and culture, etc." "Professional knowledge and skills: professional background (such as law, accounting, finance, marketing, or technology), professional skills, and industry experience" are the two main aspects: The specific management objectives of the Company's board member diversity policy and the achievement status in fiscal year 2014 are summarized below: Our company emphasizes the independence and diversity of its board members. Regarding independence, our goal is for at least three independent directors, representing no less than one-fifth (inclusive) of the board seats. As of 2025, we had four independent directors, accounting for four-sevenths of the board seats. Furthermore, our goal is for directors to also serve as company employees, not exceeding one-third (inclusive) of the board seats. Currently, only one director holds this position. In summary, both independence goals have been achieved. Regarding basic conditions and value, the company aims to have at least one-third of the board seats held by each gender. Currently, there is one female director among the seven board members (including independent directors). In terms of professional knowledge and skills, the company aims for its board members to possess multiple expertise, including finance or accounting, law, business management, and industry knowledge. Currently, the board of directors is composed of all the necessary professional qualifications. The Company's Ninth Board of Directors currently comprises seven members, including three general directors and four independent directors. Two of the three general directors are corporate directors, all possessing relevant professional experience and skills in company management. Of the four independent directors, Zhu Shumei has a background in finance and accounting, while Zhang Yongfu and Zhou Huizheng possess the professional academic backgrounds required for company operations. In addition, one director is an employee of the Company (representing 14%), and three directors (including corporate representatives) comprise 43%. Regarding the distribution of directors' terms of office, two directors (including independent directors) have terms of office of less than three years, and five directors (including independent directors) have terms of office of four to nine years. Regarding the distribution of directors' ages, as of the end of 2025, one director (including independent directors) is between 41 and 50 years old, and six directors (including independent directors) are 51 years of age or older.	No significant differences.
(ii) In addition to the salary and compensation committee and audit committee established in accordance with the law, does the company voluntarily establish other functional committees?	✔		(ii) The Company has established a Salary and Compensation Committee and an Audit Committee in accordance with the law. At present, there are no other functional committees. Other functional committees will be established in the future as needed for the Company’s operation and development.
(iii) Has the company established a board performance evaluation method and evaluation procedures, conducted annual and regular performance evaluations, submitted the results of the performance evaluations to the board of directors, and used them as a reference for individual directors' remuneration and nomination for reappointment?	✔		(III) The Company established the "Performance Evaluation Method for Directors and Managers" on February 6, 2018. The evaluation scope includes the performance evaluation of the Board of Directors and individual directors. The evaluation methods are internal self-evaluation by the Board of Directors and self-evaluation by directors. The evaluation content includes... Board performance evaluation includes: the degree of participation in company operations, improving the quality of board decision-making, board composition and structure, selection and continuing education of directors, and internal control. Individual board member performance evaluations included: understanding of company goals and tasks, awareness of board responsibilities, level of involvement in company operations, internal relationship management and communication, professional development and continuing education, and internal control. The performance evaluations for fiscal year 2015 were completed at the beginning of fiscal year 2016 and submitted to the board of directors on March 5, 2016.
(iv) Does the company periodically assess the independence of the certified public accountants?	✔		(iv) The Company’s certified public accountant is PricewaterhouseCoopers. The firm’s independence policy requires its employees to complete their own independence and risk management policy compliance statements and to conduct their own checks for violations before undertaking commissioned services. The Company assesses the independence and competence of its certified public accountants once a year. The most recent assessment results were submitted to the Audit Committee and the Board of Directors on March 5, 2016, and were approved to meet the independence requirements. The accounting firm also issued a statement letter.
IV. Does the listed company have qualified and appropriate corporate governance personnel, and designate a corporate governance officer to be responsible for corporate governance-related matters (including but not limited to providing directors and supervisors with the information required for performing their duties, assisting directors and supervisors in complying with laws and regulations, handling matters related to board meetings and shareholders' meetings in accordance with the law, and preparing minutes of board meetings and shareholders' meetings)?		✔	In accordance with the timeline for establishing a Chief Governance Officer in line with the "Corporate Governance Blueprint" of the competent authority, the Board of Directors resolved on May 4, 2023 to appoint Mr. Hsu Chih-ming as Chief Governance Officer, responsible for matters related to corporate governance, including providing information required by directors and functional committees to perform their duties, assisting directors and functional committees in complying with laws and regulations, handling matters related to board meetings and shareholders' meetings in accordance with the law, and preparing minutes of board meetings and shareholders' meetings.	Same as the abstract description.
5. Has the company established communication channels with stakeholders (including but not limited to shareholders, employees, customers and suppliers) and set up a stakeholder section on the company website, and has it properly responded to important corporate social responsibility issues of concern to stakeholders?	✔		The company has a spokesperson and investor relations management unit to properly handle shareholder suggestions; and has set up a stakeholder section on the company website to disclose some company information and link to the public information observation station.	No significant differences.
VI. Has the company appointed a professional shareholder affairs agency to handle shareholder meeting matters?	✔		Our company has entrusted the Shareholders' Meeting Affairs Department of Mega Securities Co., Ltd. to handle shareholder meeting matters.	No significant differences.
VII. Information Disclosure
(a) Does the company have a website that discloses financial and corporate governance information?	✔		(a) An investor zone has been set up on the company’s website to disclose financial and corporate governance information.	No significant differences.
(ii) Does the company adopt other methods of information disclosure (such as setting up an English website, designating a specific person to be responsible for the collection and disclosure of company information, implementing a spokesperson system, and placing the company website during the investor briefing)?	✔		(ii) The Company has a spokesperson and investor relations management unit to properly handle matters related to shareholder suggestions and company information, and to keep shareholders and stakeholders informed.
(iii) Did the company announce and file its annual financial report within two months after the end of the fiscal year, and announce and file its first, second, and third quarter financial reports and monthly operating conditions in advance of the prescribed deadline?		✔	(iii) The Company shall announce and file its annual financial report within two months after the end of the fiscal year, provided that it announces and files its first, second and third quarter financial reports and monthly operating conditions before the prescribed deadline.
8. Does the company have any other important information that helps to understand the company's governance operations (including but not limited to employee rights, employee care, investor relations, supplier relations, stakeholder rights, the continuing education of directors and supervisors, the implementation of risk management policies and risk measurement standards, the implementation of customer policies, and the company's purchase of liability insurance for directors and supervisors)?	✔		Employee Rights and Care: Our company values harmonious labor relations and has established an Employee Welfare Committee. We hold regular labor-management meetings and organize team-building activities, employee trips, and on-the-job training from time to time. We continuously improve employee welfare and rights, ensuring that employees enjoy a comprehensive welfare system and can contribute their efforts to their jobs with peace of mind. Investor Relations: The Company has a spokesperson and a proxy spokesperson to handle investor relations and build good relationships with investors. Supplier Relationships: Our company adheres to the principle of win-win cooperation with suppliers and aims to establish long-term and close relationships with them, hoping to achieve mutual trust, mutual benefit, and common pursuit of sustainable growth. Rights of stakeholders: The Company’s “Public Information Observation Station” announces material information of the Company, such as financial, business and insider shareholding changes. The Company’s website also has an investor zone that discloses the Company’s financial, business and corporate governance information at any time to provide investors with full and timely information. Continuing education for directors (including independent directors) and supervisors: The Company regularly provides relevant continuing education courses for directors to consider, and the Company will register directors for relevant courses on their behalf as needed. Implementation of risk management policies and risk measurement standards: All major operational policies, investment projects, guarantees, loans and bank financing of the Company have been evaluated and analyzed by the appropriate responsible departments and implemented in accordance with the resolutions of the Board of Directors. Customer policy implementation status: Our company adheres to the relevant standards of ISO22000, provides high-quality and safe products, and has dedicated customer service personnel to handle customer feedback. The Company has purchased liability insurance for its directors and supervisors: The Company has purchased liability insurance for its directors and supervisors.	No significant differences.

Board of Directors' Continuing Education

job title	Name	Study Dates	Organizer	Course Name	Continuing education hours
114th year
Chairman	Liu Yufen	114/05/09	Securities over-the-counter trading center	[Practicing Sustainable Development Through the OTC Market]	3
		114/06/11	Taiwan Academy of Banking and Finance Foundation	[Corporate Governance Forum]	3
		114/07/11	Taiwan Board of Directors	[Intergenerational Talent Management and the Practical Implementation of IFRS S1/S2 Sustainability Standards]	6
		114/09/12	Taiwan Board of Directors	Embracing the AI Wave: Mastering the Business Code of Generative AI	3
director	Lin Chih-chen	114/06/09	Taipei Bar Association	[2025 Professional Course: Latest Developments in Corporate Governance and the Responsibilities of Directors, Supervisors, and Managers]	3
		114/08/04	Securities and Futures Market Development Foundation	[On Green and Transitional Finance Action Plan - Sustainable Development Blueprint and Directors' Responsibilities]	3
		114/08/04	Securities and Futures Market Development Foundation	How directors and supervisors can guide the company in effective corporate risk management and crisis management (including gender equality)	3
		114/09/12	Taipei Bar Association	[2025 Professional Course: The Role and Responsibilities of Corporate Governance Executives in the Establishment and Operation of Functional Committees]	3
director	Xu Libing	114/08/29	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors, and Corporate Governance Executives - How Directors and Supervisors Oversee the Establishment and Improvement of Risk Management Systems]	3
director	Xu Libing	114/08/29	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors and Corporate Governance Executives - Sustainability Policy and Disclosure Liability]	3
director	Zhang Yongfu	114/08/13	Accounting Research and Development Foundation	【[Management of Sustainable Information]A Comprehensive Analysis of Internal Control Practices	6
director	Zhang Zhi	114/04/01	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors and Corporate Governance Executives - Sustainable Supply Strategies Amidst Increased Global Risks]	3
director	Zhang Zhi	114/08/05	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors and Corporate Governance Executives - Discussion of Employee and Director Compensation Issues]	3
director	Chen Weichen	114/08/18	Taipei Financial Research and Development Foundation	[Corporate Governance - Responsibilities and Obligations of Enterprises and Directors/Supervisors as Seen Through Securities Exchange Law]	3
director	Chen Weichen	114/09/01	Taipei Financial Research and Development Foundation	[Corporate Governance - Sustainable Finance]	3
director	Huang Huawei	114/05/09	Securities over-the-counter trading center	[Practicing Sustainable Development Through the OTC Market]	3
director	Huang Huawei	114/07/11	Taiwan Board of Directors	[Intergenerational Talent Management and the Implementation of IFRS S1/S2 Sustainability Standards]	6
director	Chen Jianquan	114/11/11	Accounting Research and Development Foundation	[Practical Application Analysis of Sustainable Disclosure Principles]	3
director	Chen Jianquan	114/11/22	Accounting Research and Development Foundation	[Legal Liability and Case Analysis of Corporate "Workplace Bullying"]	3
director	Zhou Huizheng	114/12/24	Securities and Futures Market Development Foundation	[Practical Training Program for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - Taipei Class]	12
director	Chen Qizhen	114/12/24	Accounting Research and Development Foundation	[Integrated Practical Analysis of ESG Reporting in Annual Reports and Sustainability Disclosure Legal Compliance]	6
		114/12/29	Global Blockchain Accounting Federation	Legal Risks and Practices of AI-Generated Content in Practical Application	3
		114/12/31	Accounting Research and Development Foundation	[Sustainability Information Compilation and Reporting Practice Workshop]	6
director	Zhu Shumei	114/12/29	Accounting Research and Development Foundation	[Continuing Education Program for Accounting Supervisors of Securities Firms and Stock Exchanges]	12
113th year
Chairman	Liu Yufen	113/05/10	Taiwan Board of Directors	[Utilize policy tools to improve corporate governance and reduce R&D risks]	3
Chairman	Liu Yufen	113/10/26	Accounting Research and Development Foundation	[Legal Liabilities and Case Analysis Related to Company Control Disputes]	3
director	Chen Weichen	113/12/17	Accounting Research and Development Foundation	Preparation and Supervision of Sustainability Reports	3
director	Chen Weichen	113/12/24	Accounting Research and Development Foundation	[Sustainability Reports Should Be Revealed in Three Steps]	3
director	Chen Jianquan	113/11/30	Accounting Research and Development Foundation	[Establishing ESG Sustainability Policies to Enhance Competitiveness]	3
director	Chen Jianquan	113/12/14	Accounting Research and Development Foundation	[Corporate Financial Information Preparation and Internal Control Standards]	3
Independent Directors	Huang Huawei	113/05/10	Taiwan Board of Directors	[Utilize policy tools to improve corporate governance and reduce R&D risks]	3
Independent Directors	Huang Huawei	113/11/16	Accounting Research and Development Foundation	[Latest ESG Sustainability Policies and Regulations Related to Annual Report Preparation]	3
Independent Directors	Xu Libing	113/03/22	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors and Corporate Governance Executives - Holistic and Balanced Financial Management - A Financial Management Method That Everyone Can Do]	3
Independent Directors	Xu Libing	113/03/22	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors, and Corporate Governance Executives - How Directors and Supervisors Oversee the Establishment and Improvement of a Company's Risk Management System]	3
Independent Directors	Zhang Yongfu	113/04/20	Accounting Research and Development Foundation	Analysis of Relevant Policies in the "Action Plan and Roadmap for Sustainable Development of Listed Companies"	3
Independent Directors	Zhang Yongfu	113/06/22	Accounting Research and Development Foundation	Effective Internal Controls for Sustainable Reporting	3
Independent Directors	Zhang Zhi	113/01/24	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors and Corporate Governance Executives - Sustainable Supply Strategies Amidst Increased Global Risks]	3
Independent Directors	Zhang Zhi	113/04/26	Securities and Futures Market Development Foundation	[Series of Courses for Directors, Supervisors and Corporate Governance Executives - 2024 Global and Taiwan Economic Outlook]	3
112th year
Chairman	Liu Yufen	112/7/14	Chinese Corporate Governance Association	How Lighthouse Factories Achieve Sustainable Development Through Digital Transformation	3
		112/8/25	Taiwan Investor Relations Association	Trade secret protection and non-competition agreement	6
		112/9/22	Taiwan Board of Directors	[Self-reliance on others for safety does not equate to true safety - Supply Chain Cybersecurity Management and Risk Management in an Enterprise Resilience-Oriented Approach]	3
		112/10/27	Securities and Futures Market Development Foundation	Sustainable Development Practice Seminar	3
director	Shi Qiuru	112/04/27	Taiwan Board of Directors	[Taiwan's Economic Outlook Amidst International Changes]	3
director	Chen Weichen	112/8/24	Securities over-the-counter trading center	"Shareholding Promotion and Briefing for Insiders of OTC and Emerging Stock Companies, Kaohsiung Session"	3
		112/11/10	Securities and Futures Market Development Foundation	"Seminar on Advanced Practices for Directors and Supervisors (Including Independents) and Corporate Governance Executives - Sustainable Finance and ESG Trends in Investment"	3
		112/11/15	Securities and Futures Market Development Foundation	"Seminar on Advanced Practices for Directors and Supervisors (Including Independents) and Corporate Governance Executives - The 2030/2050 Green Industrial Revolution"	3
		112/12/22	Taiwan Project Management Association (TPMA)	"Continuing Education Course for Listed Companies' Directors and Supervisors - Board of Directors vs. Management Team"	3
director	Chen Jianquan	112/8/24	Securities over-the-counter trading center	"Shareholding Promotion and Briefing for Insiders of OTC and Emerging Stock Companies, Kaohsiung Session"	3
		112/12/15	Accounting Research and Development Foundation	Business Ethics and Sustainable Development	3
		112/12/16	Accounting Research and Development Foundation	Legal Liabilities and Case Analysis Related to "Control Disputes" in Companies	3
		112/12/22	Accounting Research and Development Foundation	Global Net-Zero Emissions Impact and ESG Actions	3
Independent Directors	Huang Huawei	112/8/25	Taiwan Investor Relations Association	Trade secret protection and non-competition agreement	3
Independent Directors	Huang Huawei	112/9/22	Taiwan Board of Directors	[Self-reliance on others for safety does not equate to true safety - Supply Chain Cybersecurity Management and Risk Management in an Enterprise Resilience-Oriented Approach]	3
Independent Directors	Zhang Yongfu	112/9/15	Securities and Futures Market Development Foundation	[Seminar on Advanced Practices for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - How to Enhance the Credibility of Corporate Sustainability Reports]	3
		112/9/20	Securities and Futures Market Development Foundation	[Advanced Practice Seminar for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - Analysis of Common Violations of the Securities Exchange Law]	3
		112/10/04	Securities and Futures Market Development Foundation	[Seminar on Advanced Practices for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - How Directors and Supervisors Without Accounting Backgrounds Can Review Financial Reports]	3
		112/11/03	Taipei Financial Research and Development Foundation	Corporate Governance - Information Security - Digital Finance Trends	3
Independent Directors	Zhang Zhi	112/9/15	Securities and Futures Market Development Foundation	[Seminar on Advanced Practices for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - How to Enhance the Credibility of Corporate Sustainability Reports]	3
		112/9/20	Securities and Futures Market Development Foundation	[Advanced Practice Seminar for Directors and Supervisors (Including Independents) and Corporate Governance Executives - Protection of Trade Secrets]	3
		112/9/20	Securities and Futures Market Development Foundation	[Seminar on Advanced Practices for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - Analysis of Common Violations of the Securities Exchange Law]	3
		112/10/19	Securities and Futures Market Development Foundation	[Seminar on Advanced Practices for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - Technological Development and Application Opportunities of ChatGPT Chatbot]	3
Independent Directors	Xu Libing	112/07/28	Securities and Futures Market Development Foundation	"Seminar on Advanced Practices for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - Rules of Business Judgment and Case Analysis"	3
Independent Directors	Xu Libing	112/07/28	Securities and Futures Market Development Foundation	"Seminar on Advanced Practices for Directors and Supervisors (Including Independent Supervisors) and Corporate Governance Executives - The Real Value Created by Circular and Low-Carbon Innovation - Understanding the Circular Economy and Governance"	3