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Committee

Audit Committee:

The audit committee is made of all independent directors, with independent director Yeh, Jui-Pin as the convener. The main purpose of the audit committee is to assist the board of directors in supervising the quality and integrity of the company’s accounting, auditing, financial reporting process, and financial control. A total of 7 audit committee meetings were held in 2023, with 100% attendance by independent directors. For more details, please refer to our annual report.

Recent committee proceedings:

Meeting Date	Meeting Summary
2023.12.22	■ Annual Audit Planning of 2024 ■ Appointment of the certified public accountant of the Company and relevant audit fee of 2023 ■ Review of non-assurance services scope provided by CPA in 2024
2023.11.13	■ Review of material asset transactions
2023.10.27	■ Review of the internal audit report ■ Review of the Q3 2023 financial report ■ Review of non-assurance service provided by CPA
2023.07.28	■ Review of the internal audit report ■ Review of the Q2 2023 financial report
2023.04.28	■ Review of the internal audit report ■ Review of the Q1 2023 financial report
2023.04.07	■ Review of non-assurance service provided by CPA
2023.02.24	■ Review of the internal audit report ■ Review of Statement of Internal Control System ■ Review of 2022 annual financial Report

The Communications between independent directors and the internal auditor:

On December 8, 2023, the independent directors and the internal auditor jointly reviewed the 2023 deficiencies and improvements and discussed the 2024 audit plan based on the risk assessment results. The independent directors also advised optimizing the presentation of the audit report and audit techniques.

The Communications between independent directors and the engaged Certified Public Accountant (CPA):

On October 6, 2023, the independent directors discussed the key audit matters and AQI result with the engaged CPA.

Compensation Committee:

The discussions and resolutions of the Compensation Committee in the last year:

Meeting date	Discussion
2023.12.13	■ Review of revisions to “compensation calculation rules” ■ Review of managers’ compensation plan ■ Review of managers’ employee stock option distribution list
2023.10.18	■ Review of the managers’ compensation payment status and progress
2023.05.26	■ Revies of remuneration for new Independent Directors ■ Review of revisions to” Remuneration payment method for directors and functional committee members”
2023.04.12	■ Review of managers promotion and salary adjustment ■ Review of managers’ employee stock option distribution list ■ Review of 2022 Directors’ remuneration distribution

Functional Committee Performance Evaluations:

Evaluation Period

Method of Evaluation

Contents of Evaluation

2022

Evaluate the performance of functional committee and individual committee member.

1. Overall performance evaluation of the audit committee: Taking into account the evaluation indicators formulated by the competent authority, the degree of participation in the operation of the Company, the perception of the responsibilities of the audit committee, the decision quality of the audit committee, the composition and selection of the audit committee, and the internal control, etc. The results shall be reported to the Board.

2. Overall performance evaluation of the compensation committee: Taking into account the evaluation indicators formulated by the competent authority, the degree of participation in the operation of the Company, the perception of the responsibilities of the compensation committee, the improvement of decision quality of the compensation committee, and the composition and selection of the compensation committee, etc. The results shall be reported to the Board.

Note: Already reported to the board of directors on April 7, 2023