The Audit Committee

To enhance the governance functions of our company, we have established an Audit Committee in accordance with the "Regulations Governing the Exercise of Powers by Audit Committees of Public Companies."
The Audit Committee consists of four members and meets at least four times a year.
The Audit Committee is designed to assist the Board of Directors in overseeing the quality and integrity of the company's execution in matters related to accounting, auditing, financial reporting processes, and financial controls.
A risk management committee was established in 2023, which is supervised and controlled by the audit committee.
Please refer to the implementation and operation of  Risk Management

The powers of the Committee are as follows :
  1. The adoption of or amendments to the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
  2. Assessment of the effectiveness of the internal control system.
  3. The adoption or amendment, pursuant to Article 36-1 of the Securities and Exchange Act, of the procedures for handling financial or business activities of a material nature, such as acquisition or disposal of assets, derivatives trading, loaning of funds to others, and endorsements or guarantees for others.
  4. Matters in which a director is an interested party.
  5. Asset transactions or derivatives trading of a material nature.
  6. Loans of funds, endorsements, or provision of guarantees of a material nature.
  7. The offering, issuance, or private placement of equity-type securities.
  8. The hiring or dismissal of a certified public accountant, or their compensation.
  9. The appointment or discharge of a financial, accounting, or internal audit officer.
  10. Annual and semi-annual financial reports.
  11. Other material matters as may be required by this Corporation or by the competent authority.
Summary of annual work priorities:
  1.   Internal control systems and related policies and procedures.
  2.   Annual audit plan.
  3.   Internal audit supervisor communicates audit results report.
  4.   Communicate with the company's certified accountant regarding the financial report review or audit results.
  5.   Review financial reports.
  6.   Raise and issue securities with equity nature.
  7.   Legal compliance. 
  8.   Corporate information security and Corporate risk management.
  9.   Performance, independence, qualification of independent auditor.
  10.   Hiring or dismissal of an attesting CPA, or the compensation given thereto.
  11.   Assessment of Committee Charter and fulfillment of Committee duties.
  12.   Self-assessment of the Committee’s performance.
Audit Committee Performance Evaluation

The Company conducts an internal self-evaluation of the Audit Committee annually.
The evaluation result was rated “Excellent” and was reported to the Board of Directors on February 23, 2026.

Performance of the Third Audit Committee

The Audit Committee for the third term consists of three members.

Term of Office: May 30, 2023 to May 29, 2026.
Attendance Record:
As of May 20, 2026, the attendance records of the Audit Committee members are as follow

PositionNameAttendance in personAttended by ProxyAttendance Rate (%)Remark
ConvenerHsiao-Chen Chuang20100None
Committee MemberChao-Fu Shih20100None
Committee MemberChing-Ying Wang20100None
Audit Committee meeting status :
開會日期期別議案內容
115/02/23The 1st Meeting in 20261.Proposal for the Statement of Internal Control System and the Report on the Self-Assessment of the Internal Control System for 2025
2.Proposal for Amendments to the Internal Control System
3.Proposal for the 2025 Financial Statements and Business Report
4.Proposal for the 2025 Earnings Distribution
5.Proposal for the Review of the Certified Public Accountant (CPA) Service Fees for 2026
6.Proposal for Amendments to the Company’s Pre-Approval Policy for Non-Assurance Services
7.Proposal for the Non-Implementation of the Issuance of New Shares for Cash Capital Increase
115/04/24The 2nd Meeting in 20261.Consolidated Financial Report for the First Quarter of 2026.
1) All resolutions have been approved with the consent of one-half or more of all Audit Committee members before a resolution has been reached at the Board meeting.
     There were no resolutions which had not been approved with the concurrence of one-half or more of all Audit Committee members but were undertaken upon  the consent of two-thirds or more of all directors.
(2) Except the items in the preceding issues, other resolutions which had not been approved with the concurrence of one-half or more of all Audit Committee members but  were undertaken upon the consent of two-thirds or more of all directors: None.
(3) For the implemtnation of Directors’ avoidance due to conflicts of interest of Directors, please clearly specify the names of Directors, the content of the proposals, the reasons of avoidance due to conflicts of interest and the participation in the voting amd resolution: None.

 


Performance of the Fourth Audit Committee

The Company has a Remuneration Committee composed of four members.
Term of the current Committee: From May 21, 2026 to May 20, 2029.
Since 2026/05/21  (updated to 2026/07/24), the attendance status of committee members is as follows:
PositionNameAttendance in personAttended by ProxyAttendance Rate (%)Remark
ConvenerHsiao-Chen Chuang10100None
Committee MemberChao-Fu Shih10100None
Committee MemberChing-Ying Wang10100None
Committee MemberKe-Yi Liu10100None
Audit Committee meeting status :
meeting timeperiodproposal
2026/07/24The 3rd Meeting in 20261.Consolidated Financial Report for the Second Quarter of 2026.

(1) All resolutions have been approved with the consent of one-half or more of all Audit Committee members before a resolution has been reached at the Board meeting.
     There were no resolutions which had not been approved with the concurrence of one-half or more of all Audit Committee members but were undertaken upon  the consent of two-thirds or more of all directors.
(2) Except the items in the preceding issues, other resolutions which had not been approved with the concurrence of one-half or more of all Audit Committee members but  were undertaken upon the consent of two-thirds or more of all directors: None.
(3) For the implemtnation of Directors’ avoidance due to conflicts of interest of Directors, please clearly specify the names of Directors, the content of the proposals, the reasons of avoidance due to conflicts of interest and the participation in the voting amd resolution: None.

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