Audit Committee
Corporate Governance
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Audit Committee
Key review focuses of the Company’s Audit Committee for the year include: Financial statements, selection (dismissal) and independence assessment of CPAs, revision of internal control systems and implementation of internal audits, significant assets, derivatives, loans and guarantees, matters involving the interests of directors, and significant matters as required by the competent authorities. The Committee is composed of all independent directors, with 1 convener, and 3 independent directors possessing expertise in accounting, finance, and business operations respectively. Meetings are held at least once quarterly as required and may be convened as needed.
Audit Committee Members
| Title | Name | Education and Experience | Appointment Date |
|---|---|---|---|
| Independent Director (Convener) |
Ted Lee |
|
2026.6.18 |
| Independent Director | Peter Teng |
|
2026.6.18 |
| Independent Director | Derek Tien |
|
2026.6.18 |
Operation of the Audit Committee
The Company established an Audit Committee on December 29, 2023, comprising 3 independent directors as committee members. From June 18, 2026, following the comprehensive re-election of directors, to the present, the Audit Committee has convened 1 meetings (A). The attendance of independent directors during this period is as follows：
| Title | Name | Actual Attendance(B) | Attendance by Proxy | Actual Attendance Rate(B/A) | Remarks |
|---|---|---|---|---|---|
| Independent Director | Ted Lee | 1 | - | 100% | - |
| Independent Director | Peter Teng | 1 | - | 100% | - |
| Independent Director | Derek Tien | 1 | - | 100% | - |
The content of proposal and resolution results of the Audit Committee meeting are as follows：
| Date | Term | Content of Proposal |
Audit Committee Resolution Results |
The Company's response to Audit Committee opinions |
|---|---|---|---|---|
| 2026.08.13 |
2nd term 1st meeting |
1.The Company’s consolidated financial report for 2026 Q2 2.Amendment to the Company's management regulations |
Approved as submitted | Submitted to the Board of Directors' meeting and approved by all directors in attendance |
Remuneration Committee
1.Regularly review the organizational charter and propose suggestions for revision.
2.Regularly review the performance evaluation standards, long-term performance objectives, and compensation policies, systems, standards, and structures for the Company's directors, independent directors, and managers.
3.Periodically assess the degree to which performance goals for the directors, independent directors, and managers of the Company have been achieved, and set the types and amounts of their individual remuneration based on the results of evaluations conducted in accordance with the performance evaluation standards.
The Committee consists of 3 members, appointed by resolution of the Board of Directors. It is composed of all independent directors. Meetings are convened in accordance with the law.
Remuneration Committee Members
| Title | Name | Education and Experience | Appointment Date |
|---|---|---|---|
| Convener | Peter Teng |
|
2026.06.18 |
| Member | Ted Lee |
|
2026.06.18 |
| Member | Derek Tien |
|
2026.06.18 |
Note:：The current members of the Company's Remuneration Committee do not fall under any of the circumstances specified in any of the sub-paragraphs of Article 30 of the Company Act.
Operation of the Remuneration Committee
(1)The Remuneration Committee of the Company consists of three members.
(2)The Company established a Remuneration Committee on December 29, 2023. The current term of office is from June 18, 2026 to June 17, 2029. The Committee consists of 3 independent directors as committee members. Since its inception to the present, the Remuneration Committee has convened 1 meetings (A).
The qualifications and attendance of members are as follows：
| Title | Name | Actual Attendance (B) | Attendance by Proxy | Actual Attendance Rate (B/A) | Remarks |
|---|---|---|---|---|---|
| Convener | Peter Teng | 1 | - | 100% | - |
| Member | Ted Lee | 1 | - | 100% | - |
| Member | Derek Tien | 1 | - | 100% | - |
Summary of content of proposal and resolution results of the Remuneration Committee meeting
| Date | Term | Content of Proposal | Remuneration Committee Resolution Results | The Company’s response to Remuneration Committee opinions |
|---|---|---|---|---|
| 2026.08.13 |
2nd term 1st meeting |
1.Proposal for the remuneration and attendance allowance for Directors and Independent Directors of the current term. 2.Proposal for the 2026 annual salary adjustment for managers across the Group. |
Except for members recusing themselves during discussions and voting on matters involving their own interests, the proposal was approved as submitted upon the Chairman's consultation with the remaining members in attendance. | Submitted to the Board of Directors' meeting and approved by all directors in attendance |
