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Investor Relations

Board of Directors
Information about the Board of Directors
According to the Company’s Articles of Incorporation, the Company shall have seven to eleven directors. The candidate nomination system shall be adopted. The directors shall include no less than three independent directors and the independent directors shall account for no less than one-fifth of the directors. The directors shall held the term of office for three years and are eligible for re-election. The Chairman shall act on behalf of the Company externally and perform his/her job duty in accordance with laws and regulations, the Articles of Incorporation, and resolutions rendered by shareholders’ meetings and the Board of Directors meetings.


The term of office to be held by the directors of 4th Board of Directors shall commence from May 31, 2024 to May 30, 2027.


Board of Directors Members
Important Resolutions Rendered by the Board of Directors Meetings
2024
Important Resolutions Rendered by the Board of Directors
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Board Member Diversity Policy

According to Paragraph 3, Article 20 of the Company’s “Corporate Governance Best Practice Principles,” the composition of the Board members shall be determined by taking diversity into consideration. The directors who are concurrently managers of the Company shall be no more than one-third of the directors. It is advisable that an appropriate policy on diversity shall be adopted based on the Company's business operations, operating dynamics, and development needs be formulated, including but not limited to, the following two general standards:

  1. Basic requirements and values: gender, age, nationality and culture, etc.; female directors advised to attain one-third of the directors.
  2. Professional knowledge and skills: a professional background (e.g., law, accounting, industry, finance, marketing or technology), professional skills, and industry experience.

According to Paragraph 4, Article 20 of the Company’s “Corporate Governance Best Practice Principles,” Members of the Board of Directors shall be competent in the knowledge, skills and trainings required to perform their assigned duties. In order to achieve the ideals of the Company’s corporate governance, the Board of Directors shall be equipped with the following capacities:

  1. Operational judgment.
  2. Accounting and financial analysis
  3. Business management ability
  4. Crisis management
  5. Industry knowledge
  6. International market view
  7. Leadership
  8. Decision making

Specific Management Goal for Board Member Diversity

The Company’s Board of Directors shall direct the Company's strategy, supervise the management level, and be responsible to the Company and shareholders. Various operations and arrangements under the corporate governance system shall ensure that the Board of Directors exercises its powers in accordance with laws and regulations, the Company's Articles of Incorporation, or resolutions rendered by shareholders’ meetings.

The specific management goals are specified as following:

  1. The Board members shall include at least one female director.
  2. The directors who are concurrent managers of the Company shall be no more than one-third of all directors.
  3. An independent director shall hold no more than three terms of office.
  4. Adequate and diversified professional knowledge and skills.

Achievement of Board Member Diversity Policy

The current Board of Directors of the Company consists of ten members, including 4 independent directors (40%). The Board members have professional backgrounds in electronics, medical equipment, accounting, laws and biotechnology. Meanwhile, the Board members include 2 female directors (20%). The directors who are concurrently managers of the Company are no more than one-third of all directors, and none of the directors holds more than terms of office. Apparently, in terms of the composition of the Company’s Board of Directors, the standards, including basic requirements and values and professional knowledge and skills, are met. The member diversity policy is achieved and the implementation of gender equality is also taken into consideration.


Diversity on Board members’ background

Performance Appraisal on Board of Directors

In order to improve the functions of the Company’s Board of Directors and set the performance goals to strengthen the operational efficiency of the Board of Directors. The Company’s Board of Directors has passed the “Regulations Governing Performance Appraisal on Directors and Managers” on February 26, 2024 to require the performance appraisal on the Board of Directors to be executed at the end of each year. Among the other things, the scope of the performance appraisal on the Board of Directors covers the entire Board of Directors, individual Board members and functional committees.

The appraisal is conducted in the manners including the Board of Directors’ internal self-evaluation, Board members’ self-evaluation or others.

The Company’s 2024 Board of Directors’ performance appraisal results were reported to the Board of Directors on March 14, 2025, which are specified as following:


Report on performance appraisal on the Board of Directors
Succession Plan of Board Members and Key Management, and Operation Thereof

Board of Directors Members

  1. The election of the Company’s directors adopts the candidate nomination system in accordance with the “Articles of Incorporation.” Meanwhile, the Company requires in the “Corporate Governance Best Practice Principles” and “Regulations Governing Election of Directors” that the composition of the Board members shall be determined by taking diversity into consideration, and it is advisable that an appropriate policy on diversity shall be adopted based on the Company's business operations, operating dynamics, and development needs be formulated, including but not limited to, the two general standards, namely basic requirements and values and professional knowledge and skills.
  2. The composition of the Company’s Board of Directors shall be determined subject to the Company’s business development scale and major shareholders’ shareholdings, and by taking into consideration the needs for the operation of practices.
  3. Subject to the directors’ succession plan adopted by the Company on an ongoing basis, a director candidate database is established based on the following criteria:

    • (1)

      Uphold ethical management, integrity and responsibility, and with decision-making ability, consistent with the Company's core values.

    • (2)

      Have the professional knowledge and skills helpful for the Company’s business management.

    • (3)

      Expect that the member’s participation may continue to provide the Company with an effective, collaborative and diverse Board of Directors that may meet the Company’s needs.

    • (4)

      The entire Board of Directors’ expertise shall extend to corporate strategy and management, accounting and taxation, finance and laws.

    • (5)

      The Company provides that the selection process for the name list of director candidates shall comply with the qualification review and relevant standards to ensure that when a vacancy of director occurs or additional directors are planned, the Company may identify and select competent new directors effectively.

  4. The Company has adopted the “Regulations Governing Performance Appraisal on Directors and Managers,” in order to confirm the effective operations of the Board of Directors and appraise the directors’ performance as the reference for future selection of directors, in terms of the performance appraisal indicators including comprehension of the Company’s targets and missions, awareness toward job duties, participation in the operation, management and communication of internal relations, professionalism and ongoing education of directors, internal control and statement of specific opinions.

Key Management

  1. The Company's employees are categorized by job rank. Employees at 8th job rank and above are identified as the key management responsible for relevant business operations within the organization. A functionary substitute is assigned for each management level. In addition to the necessary professional skills and experience & background, the key management shall uphold the values and business philosophy in line with the Company’s corporate business philosophy, and adhere to the Company's three core values, namely "Passion,” "Trust" and "Efficiency," as the guidelines for their conduct.
  2. In order to train key management and their functionary substitutes, the training mechanism not only provides professional knowledge and skills but also arranges for their attendance at the Board of Directors and also internal regular management meetings. Meanwhile, it provides practical training through the in-service training in project mission management. Through job rotation and one-on-one experience transfer and direction, successor candidates can improve their management ability and thinking, so as to strengthen the future management team systematically.
  3. The Company conducts employee performance appraisal on a yearly basis. Based on the routine observation and regular performance evaluation, the Company verifies the aspects to be improved, personal development needs and the Company’s expectations, and apply the performance appraisal results as the reference for future succession planning.