(1)In addition to the regular annual corporate governance meetings held by independent directors and accountants, the accountants also communicate and discuss in writing when necessary. The scope includes the accountants’ checking of the independence of the group’s consolidated financial statements and related responsibilities, checking planning-related matters, and checking major findings (including Adjusting entries and significant deficiencies in internal control, etc.), audit report content and audit results of the interim consolidated financial statements.
(2)The Audit Committee completed the audit report after considering the consolidated financial statements of the Group and the audit opinion report audited by professional accountants.
(3)Summary of main communication between independent directors and accountants:
| Date | Subject of Communication | Communication Summary |
| 2025/03/13 | Communications with Those Charged with Governance | The directors engaged in full communication with the external auditors, and no objections were expressed by the directors. |
| 2025/08/25 | Communications with Those Charged with Governance | |
2025/11/11 Panel Discussion | Matters for Communication between Independent Directors, the Head of Internal Audit, and the Auditors | No opinions or objections were raised at this meeting. |
At least once a year, the Company convenes a separate meeting with the external auditors and the head of internal audit to discuss the completed internal audit results, the external auditors’ audit findings, and the deficiencies identified during the annual audit. The communication results are documented in the meeting minutes and reported to the Board of Directors.
The head of internal audit regularly reports to the Audit Committee on the following matters:
(1)the annual internal audit plan;
(2)the annual professional training plan for internal auditors;
(3)the execution status of internal audit activities.
The external auditors attend the Audit Committee meeting at least once a year to report the results of the annual audit.
In addition, if any material irregularity arises, or if the independent directors, the head of internal audit, or the external auditors consider it necessary to conduct an independent communication, meetings may be convened on an ad hoc basis at any time.
Date of Meeting | Meeting Type | Participants | Matters Discussed | Communication Results |
2025/3/12 | Audit Committee | Independent Director (Kao Chih-Chien / 高誌謙) | Report on the Execution Status of the Internal Audit Plan for October to December 2024 2024 Statement on Internal Control System | No objections were raised at this meeting. The matter was submitted to the Board of Directors following review and approval. |
2025/5/12 | Audit Committee | Independent Director (Kao Chih-Chien / 高誌謙) | Report on the Execution Status of the Internal Audit Plan for January to March 2025 | No objections were raised at this meeting. |
2025/8/25 | Audit Committee | Independent Director (Kao Chih-Chien / 高誌謙) | Report on the Execution Status of the Internal Audit Plan for April to June 2025 | No objections were raised at this meeting. |
2025/11/11 | Audit Committee | Independent Director (Kao Chih-Chien / 高誌謙) | Report on the Execution Status of the Internal Audit Plan for July to September 2025 2026 Internal Audit Planning Schedule | No objections were raised at this meeting. The matter was submitted to the Board of Directors following review and approval. |
2025/11/11 | Panel Discussion | Independent Director (Kao Chih-Chien / 高誌謙) | Internal Audit Organization of the Group Internal Audit Activities in 2025 | No objections were raised at this meeting. |
The Company, based on its diversity policy and with the aim of strengthening corporate governance and promoting the sound development of the composition and structure of the Board of Directors, has established appropriate diversity guidelines in consideration of its operations, business nature, and development needs. Such guidelines include, but are not limited to, the following:
1.Basic conditions and values: gender, age, nationality, and cultural background.
2.Professional knowledge and skills: operational judgment ability, accounting and financial analysis skills, management ability, crisis management ability, industry knowledge, international market perspective, leadership, and decision-making ability.
The current Board of Directors of the Company consists of seven directors. The specific management objectives and the status of achievement regarding the Board diversity policy are as follows:
Management Objectives | Status of Achievement |
Independent directors shall constitute at least one-third of the total number of directors | Achieved |
Directors possess diverse professional knowledge and skills | Achieved |
The implementation status of the board diversity policy is as follows:
Core of diversify
Name | Basic composition | Professional background | Professional knowledge and capabilities | ||||||||||||||||
| Nationality | Gender | Employee | Age | Tenure and seniority of independent directors (less than 3 years) | Accounting | Industry
| Law | Operational judgment capability | Business management capability | Leadership and decision making capability | Risk management capability | Industry knowledge | International Market outlook | ||||||
41~50 | 51~60 | 61~70 | 3 | 3~9 | 9 | ||||||||||||||
Director | Tsai, Chia-Hsiang | R.O.C. | Male | v | v | v | v | v | v | v | v | v | |||||||
Tsai, Jia-Hua | Female | v | v | v | v | v | v | v | v | ||||||||||
Lee, Kuang-Yao | Male | v | v | v | v | v | v | v | v | ||||||||||
Lee, Wei-Kang | Male | v | v | v | v | v | v | v | v | ||||||||||
Independent director | Kao, Chih-Chien | Male | v | v | v | v | v | v | v | v | v | v | |||||||
Jang, Woan-Shiuan | Female | v | v | v | v | v | v | v | v | v | v | ||||||||
Lee, Chien-Ming | Male | v | v | v | v | v | v | v | v | v | |||||||||
The current Board of Directors of the company consists of 7 members, including 3 independent directors and 4 non-independent directors. The company emphasizes gender equality in the composition of its board members, aiming to increase the proportion of female directors to one-third (33%) or more. Currently, male directors account for 71% (5 members), while female directors make up 28% (2 members). The company will strive to increase the number of female directors in the future to achieve this goal.
Headquarters：12F-3, No 2, Sec 4, Zhongyang Rd, Tucheng, New Taipei City, Taiwan
Subsidiaries: Kunshan, Wuxi, Yantai, Dongguan, Slovakia, Mexico, Vietnam, Malaysia
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