| Title | Title | Actual Attendance | Entrusted To Attend Frequency | Actual attendance rate (%) |
|---|---|---|---|---|
| Chairman | Peng Shih Hao | 7 | 0 | 100.00 |
| Director | Lo Tzu Wu | 7 | 0 | 100.00 |
| Director | Peng Chia Lin | 7 | 0 | 100.00 |
| Director | Peng Yi Fen | 7 | 0 | 100.00 |
| Director | Lim Tau Boon | 7 | 0 | 100.00 |
| Independent Director | Yang Yung Cheng | 7 | 0 | 100.00 |
| Independent Director | Lee Wen Chuan | 7 | 0 | 100.00 |
| Independent Director | Juan Chiung Hua | 7 | 0 | 100.00 |
| Independent Director | Ho Chia Fang | 7 | 0 | 100.00 |
Items to be recorded
˙If the operation of the board of directors is in any of the following circumstances, the date, period, proposal content, all independent directors’ opinions and the company’s handling of independent directors’ opinions shall be stated:
- The matters listed in Article 14(3) of the Securities Exchange Act : Not applicable since the Company has set up Audit committee.
- Other board resolutions that have been opposed or reserved by independent directors and have records or written statements in addition to previous matters: None.
˙The implementation of directors' avoidance of the proposal of interest:
1. 2023 salary adjustment was passed on May 11, 2023 board meeting. In addition to the directors that are the interested parties, all directors approved the proposal:
| Cycle | Period | Scope | Method | Content |
|---|---|---|---|---|
| Execute annually | 2023/01/01 To 2023/12/31 | 1.Performance Evaluation of the board 2.Self-performance evaluation of the board members 3.Performance evaluative of functional committees |
Self evaluation of the board、 Self evaluation of board members、 Peer evaluation. | 1. Board Evaluation 1.1 Level of participance to company operation. 1.2 Improve quality of the board resolutions. 1.3 Organization and structure of the board. 1.4 Election and continuing education of board members. 1.5 Internal control. 2. Evaluation of individual board member 2.1 Mastery of company goals and tasks. 2.2 Understanding of duties as board member. 2.3 Level of participance to company operation. 2.4 Internal relationship maintenance and communication. 2.5 Professionalism and continuing education of board members. 2.6 Internal control 3 Evaluation of functional committee 3.1 Level of participance to company operation. 3.2 Understanding of duties of functional committee. 3.3 Improve quality of committee resolutions. 3.4 Committee composition and member selection of functional committee. 3.5 Internal control. |
2.The evaluation items and results are as follows:
(1) Self-evaluation questionnaire for board performance appraisal: All directors think that the board of directors performed well in all aspects in the questionnaire, showing that the board of directors has effectively guided and supervised the company's strategy, major businesses and risk management.
(2) Self-evaluation questionnaire for board member performance appraisal: All directors think that the board of directors performed well in all aspects in the questionnaire, showing that the directors have positive comments on the operation of each indicator.
(3) Self-evaluation questionnaire for functional committee: All committee members think that the members performed well in all aspects in the questionnaire, showing that the committees operate well and help to enhance the board of directors.
Assessment of the objectives and performance of the Board of Directors for the current and recent years
˙The company has established an audit committee to replace the supervisor. As of March 31, 2024, the board of directors has held 8 meetings and all independent directors attended the meeting.
˙In order to strengthen and enhance the functions of the board of directors, the company has formulated the "Corporate Governance Practice Code" to regulate the diversity of board members and the required professional capabilities. The main content includes diversity of the board of directors. In addition to the fact that directors who concurrently serve as company managers should not exceed one-third of the directors' seats, an appropriate multi-dimensional policy should be drawn up based on its own operations, business model, and development needs.
˙The company has established a performance evaluation system for the board of directors, and is passed by the board of directors in June 2020 to improve the functions of the board of directors of the company and establish performance goals to enhance the operational efficiency of the board of directors, and conducted performance evaluation on the board of directors, individual directors and functional committees, and submitted the evaluation results to the report of the board of directors on March 14, 2024.