Board of Committee

The Audit Committee

The purpose of the audit committee is to assist the board of directors in fulfilling its quality and integrity in overseeing the company’s implementation of relevant accounting, auditing, financial reporting processes and financial controls. Matters assessed by the Audit Committee include: financial statements, auditing and accounting policies and procedures, internal control systems, significant asset or derivative commodity transactions, significant loans and endorsements or guarantees, raising or issuing securities, compliance with regulations, whether there is a related party transaction between the manager and the director and possible conflicts of interest, employee complaint reports, reports of fraud investigations, corporate risks management, appointment, dismissal or remuneration of Certified Public Accountants, appointments and removals of financial, accounting or internal audit supervisors and etc.

According to the laws of the Republic of China, the members of the audit committee shall be imposed of all independent directors. The audit committee complies with the above-mentioned regulations. The audit committee evaluates its performance annually and discusses issues that require special attention in the future.

In order to perform its duties, the Audit Committee has the right to conduct any appropriate audits and investigations in accordance with its articles of association, and has direct channels of communication with the company’s internal auditors, Certified Public Accountants and all employees. The audit committee also has the power to hire and supervise lawyers, accountants and other consultants to assist them in performing their duties.

The Audit Committee holds regular meetings at least quarterly. Please refer to annual reports of the Company for the meeting of the Committee and the attendance rate of each member.

The Remuneration Committee

The remuneration committee is designed to assist the board of directors in the implementation and evaluation of the Company’s overall remuneration and benefits policies, as well as the remuneration of directors and managers.

According to the laws of the Republic of China, members of the remuneration committee are appointed by the board of directors. According to the Articles of Association of the Company, the committee should consist of at least three independent directors. At present, the remuneration committee of the Company is composed of all three independent directors, and the Chairman of the Board of Directors-Mr Peng Shih Hao should be invited to attend all meetings, but avoid it when discussing his remuneration.

The Remuneration Committee has the right to hire independent consultants to assist them in accessing the remuneration of the CEO or manager in accordance with its Articles of Association.

The Remuneration Committee holds regular meetings at least twice a year. Please refer to the annual report of the Company for the meeting of the Committee and the attendance rate of each member.

Introduction to the nomination list of independent directors