INVESTORS

Corporate Governance

*Functional Committees


Remuneration Committe

 
Convener
Chih-Poung Liou
 Education: LL. M., University of Tokyo (Japan)
 Experience: Managing Partner, Stellex Law Firm
Committee member
Lewis Lee
 Education: National Chengchi University, Department of Accounting.
 Experience: Partner, PwC, Taiwan
Committee member
Jih-Ching Chiu
 Education: Ph.D., CSIE, Chiao-Tung University
 Experience: Associate Professor, National Sun Yat-sen University
Committee member
Keng-Shin Lin
 Education: College of Medicine, Taipei Medical University
 Experience: Dean of Dr. Lin’s Healing Clinic
2025.01.17
Major Resolutions
 1. Approved the standard and structure of the manager remuneration.
 2. Approved the assessment system of the manager.
 3. Approved the 2024 manager year-end bonus disbursement standard.
 4. Approved the 2024 year-end bonus for managers.
 5. Approved the attendance fee for the Directors attending the board of directors or shareholders' meeting.
 6. Approved the Company's independent director Chih-Poung Liou's the remuneration of directors, the attendance fee of the Audit Committee and the Remuneration Committee.
 7. Approved the Company's independent director Lewis Lee's the remuneration of directors, the attendance fee of the Audit Committee and the Remuneration Committee.
 8. Approved the Company's independent director Jih-Ching Chiu's the remuneration of directors, the attendance fee of the Audit Committee and the Remuneration Committee.
 9. Approved the Company's independent director Keng-Shin Lin's the remuneration of directors, the attendance fee of the Audit Committee and the Remuneration Committee.
 10.  Approved the Company's manager allocation list of issuance of employee stock warrants.
 11. Approved the 2024 director performance evaluation.

 Resolution: unanimous consent from all the directors present.
2025.03.11
Major Resolutions
 1. Approved of the Company's 2024 employee and director compensation distribution plan.

 Resolution: unanimous consent from all the directors present.
2025.08.12
Major Resolutions
 1. Approved the distribution of employee and director remuneration, and employee remuneration for managers of the Company for 2024.

 Resolution: unanimous consent from all the directors present.
 

Audit Committee

 
Convener
Lewis Lee
 Education: LL. M., University of Tokyo (Japan)
 Experience: Managing Partner, Stellex Law Firm
Committee member
Chih-Poung Liou
 Education: National Chengchi University, Department of Accounting
 Experience: Partner, PwC, Taiwan
Committee member
Jih-Ching Chiu
 Education: Ph.D., CSIE, Chiao-Tung University
 Experience: Associate Professor, National Sun Yat-sen University
Committee member
Keng-Shin Lin
 Education: College of Medicine, Taipei Medical University
 Experience: Dean of Dr. Lin’s Healing Clinic
2025.01.17
Major Resolutions
 1. Approved the evaluation plan of the independence of CPAs.
 2. Approved the appointment of Deloitte & Touche to handle the 2025&2026 annual financial and tax report audit (review), certify and the audit and non-audit fees.
 3. Approved the Company's distribution list of issuance of employee stock warrants.

 Resolution: unanimous consent from all the directors present.
2025.03.11
Major Resolutions
 1. Approved the 2024 statement on internal control.
 2. Approved the 2024 business report and financial statements.
 3. Approved the Company's uncollected accounts receivable within 3 months of the normal credit period in the fourth quarter of 2024 are not classified as capital loan cases.
 4. Approved the 2024 earnings distribution.

 Resolution: unanimous consent from all the directors present.
2025.04.08
Major Resolutions
 1. Approved the amendment of some provisions of the Company's Regulations Governing Share Repurchase and Transfer to Employees.
 2. Approved the repurchase of the Company's shares for transfer to employees.

 Resolution: unanimous consent from all the directors present.
2025.05.13
Major Resolutions
 1. Approved the proposal for the pre-approval of non-assurance services provided by the Company's CPA, the CPA firm, and the firm's affiliated entities to the Company and its subsidiaries.
 2. Approved the 2025 first quarter financial report. 
 3. Approved the Company's uncollected accounts receivable within 3 months of the normal credit period in the frist quarter of 2025 are not classified as capital loan cases.

 Resolution: unanimous consent from all the directors present.
2025.06.26
Major Resolutions
 1. Approved the Company's 2025 cash capital increase.

 Resolution: unanimous consent from all the directors present.
2025.08.12
Major Resolutions
 1. Approved the 2025 second quarter financial report.
 2. Approved the Company's uncollected accounts receivable within 3 months of the normal credit period in the second quarter of 2025 are not classified as capital loan cases.

 Resolution: unanimous consent from all the directors present.
2025.11.11
Major Resolutions
 1. Approved the 2025 third quarter financial report.
 2. Approved the Company's uncollected accounts receivable within 3 months of the normal credit period in the third quarter of 2025 are not classified as capital loan cases.

 Resolution: unanimous consent from all the directors present.
2025.12.31
Major Resolutions
 1. Approved the 2026 operating budget plan.
 2. Approved the Company's 2026 audit plan.
 3. the amendments to the Company's "Internal Control System".
 4. Approved the "Information Security Policy" formulated by the Company.

 Resolution: unanimous consent from all the directors present.
 Annual Work Priorities        The committee convenes eight meetings in 2025.
 Key work matters: revision of the internal control system and internal audit enforcement rules,
 issuance of employee stock warrants, appointment of CPAs, remuneration and independence assessment,
 review of quarterly financial reports and annual financial reports, assessment of the effectiveness of the internal control system, etc.


Functional Committee Performance Evaluation
1. Remuneration Committee Performance Evaluation

 
Title/NameEvaluation periodEvaluation methodEvaluation standardsEvaluation resultsDate reported to the Board of Directors

Convener
Chih-Poung Liou          
January 1, 2024 to December 31, 2024Self-evaluation by internal members1. Degree of participation in the Company's operations
2. Understanding of the duties and responsibilities of functional committees
3. Improvement to the decision-making and quality of functional committees
4. Composition of functional committees and election of members
5. Internal Control
ExcellentJanuary 17, 2025
Committee Member
Lewis Lee
Excellent
Committee Member
Jih-Ching Chiu
Excellent
Committee Member
Keng-Shin Lin
Excellent
     Note: Internal performance evaluations must be conducted at least once a year and submitted to the Board of Directors for approval.

2. Audit Committee performance evaluation
 
Title/NameEvaluation periodEvaluation methodEvaluation standardsEvaluation resultsDate reported to the Board of Directors
Convener
Lewis Lee
January 1, 2024 to December 31, 2024Self-evaluation by internal members1. Degree of participation in the Company's operations
2. Understanding of the duties and responsibilities of functional committees
3. Improvement to the decision-making and quality of functional committees
4. Composition of functional committees and election of members
5. Internal Control
ExcellentJanuary 17, 2025
Committee Member
Chih-Poung Liou
Excellent
Committee Member
Jih-Ching Chiu
Excellent
Committee Member
Keng-Shin Lin
Excellent
     Note: Internal performance evaluations must be conducted at least once a year and submitted to the Board of Directors for approval.