【Appointment Status】
On May 11, 2026, the Board of Directors appointed Ms. Chieh-Chen Lin, Associate Vice President of the Sustainable Development Team, as the Corporate Governance Officer, responsible for corporate governance affairs to safeguard shareholders’ rights and enhance the functions of the Board of Directors.
Ms. Lin has served as the head of the internal audit function of a public company for more than three years and therefore meets the qualification requirements set forth in the “Taipei Exchange Directions for the Establishment and Exercise of Powers by the Board of Directors of TPEx Listed Companies.”
【Scope of Responsibilities】
The primary responsibilities include providing directors with the information necessary for the execution of their duties, assisting directors in complying with applicable laws and regulations, and handling matters related to the convening of Board of Directors meetings and shareholders’ meetings in accordance with legal requirements.
【Execution Status in 2025】
I. Assistance to Directors in the Execution of Duties, Provision of Required Information, and Arrangement of Continuing Education
- Directors were periodically informed of the latest regulatory developments and amendments related to the Company’s operations and corporate governance practices.
- Important financial and operational information was compiled and provided to directors as necessary for the performance of their duties.
- Meetings between independent directors and the head of internal audit or the external auditors were regularly arranged to facilitate directors’ understanding of the Company’s financial and operational status.
- Director training programs were arranged based on the characteristics of the Company’s industry and the academic and professional backgrounds of individual directors
II. Handling Board Meetings and Shareholders’ Meetings in Compliance with Applicable Laws and Regulations, and Assisting the Company in Compliance with Relevant Regulatory Requirement
- Responsible for reviewing the disclosure of material information related to significant Board resolutions to ensure the legality and accuracy of such disclosures and safeguard investors’ right to equal access to information.
- Responsible for preparing Board meeting agendas, notifying directors and providing meeting materials at least seven days prior to meetings, providing advance reminders regarding conflict-of-interest recusal requirements where applicable, and completing Board meeting minutes within 20 days after each meeting.
- Responsible for handling matters related to shareholders’ meetings in accordance with applicable laws and regulations, including advance registration of meeting dates, preparation of meeting notices, handbooks, and minutes within statutory deadlines, and processing amendment registration filings in the event of amendments to the Articles of Incorporation or director re-elections.
- Responsible for revising corporate governance-related policies and procedures in accordance with regulatory amendments and reporting implementation status to the Board of Directors or Audit Committee as required.
III. Implementation Status of the “Procedures for Handling Material Information and Prevention of Insider Trading”
In accordance with the Company’s “Procedures for Handling Material Information and Prevention of Insider Trading,” directors are prohibited from trading Company shares during the closed period beginning 30 days prior to the announcement of annual financial reports and 15 days prior to the announcement of each quarterly financial report.
To prevent directors from inadvertently violating insider trading regulations, the Finance Department schedules the Board meeting dates for annual and quarterly financial reports at the beginning of each year and notifies directors of the corresponding closed periods. On January 13, 2025, the Finance Department notified all directors via email of the scheduled Board meeting dates and closed periods for the 2025 annual and quarterly financial reports, and reminder emails were subsequently sent on a quarterly basis.
【Continuing Education of the Corporate Governance Officer】
Ms. Chieh-Chen Lin, who was newly appointed as Corporate Governance Officer on May 11, 2026, will complete 18 hours of continuing education courses within one year of assuming office in accordance with the “Taipei Exchange Directions for the Establishment and Exercise of Powers by the Board of Directors of TPEx Listed Companies.”
