Products

Corporate Governance Framework

Board of Directors
In accordance with the Company's Articles of Incorporation, the Board of Directors shall consist of five to nine members, elected through a candidate nomination system, each serving a three-year term and eligible for re-election.
Currently, the Board consists of nine directors, including four independent directors. The Chairman is elected by the Board members and acts as the Chairperson internally and the Company's representative externally.
To ensure sound oversight responsibilities and strengthen management mechanisms, the Company has established an Audit Committee and a Compensation Committee in compliance with Article 14 of the Securities and Exchange Act.

Board Diversity Policy
The Company advocates for a policy of respecting diversity among board members, aiming to enhance corporate governance and promote the healthy development of the Board's composition and structure.
We believe that diversity contributes to improved overall performance. Directors are selected based on professional qualifications, experience, and diversity, without discrimination based on gender, age, nationality, or cultural background.
The diverse composition of the Board ensures informed decision-making for the Company’s sustainable development.
To reinforce supervision responsibilities, the Company has established comprehensive internal management regulations to strengthen governance functions.

The Company's "Corporate Governance Best Practice Principles" stipulate the following regarding board diversity:

1. The structure of the Board shall consider the Company's development scale, major shareholders' holdings, and practical operational needs, determining an appropriate number of seats.
2. Board composition should embody diversity based on operational characteristics and developmental needs, including but not limited to:
   1. Basic Attributes and Values: Gender, age, nationality, and culture.
   2. Professional Knowledge and Skills: Legal, accounting, industry expertise, finance, marketing, technology backgrounds, and related professional skills and industry experience.
3. Board members should generally possess the knowledge, skills, and character necessary to perform their duties.
   The overall Board shall demonstrate capabilities including:
   
   1. Business judgment
   2. Accounting and financial analysis
   3. Management expertise
   4. Crisis management
   5. Industry knowledge
   6. International market perspective
   7. Leadership
   8. Decision-making abilities
4. Board Independence
   he current Board of Directors of the Company consists of nine directors, including two non-independent directors (22%), four independent directors (44%), and three non-independent directors concurrently serving as Company executives (34%). All independent directors meet the qualifications for independence and possess extensive experience and expertise in industries, operations, finance, and management. Except for Mr. Min-Chen Huang and Ms. Ya-Ting Hsu, the representative of Mao Chen Technology Co., Ltd., who are spouses (2 directors), the remaining seven directors do not fall under the circumstances specified in Paragraphs 3 and 4 of Article 26-3 of the Securities and Exchange Act. In addition, the Company places emphasis on gender equality in the composition of its Board, and currently, two out of nine directors are female, accounting for 22%.

The appointment of independent directors complies with the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies," and all independent directors maintain their independence while performing their duties without any direct or indirect interest in the Company. They also serve as members of the Audit Committee and are responsible for supervising the fair presentation of the Company’s financial statements, the appointment and independence and performance of certified public accountants, the effective implementation of the Company’s internal control systems, the Company's compliance with relevant laws and regulations, and the control of existing or potential risks faced by the Company.

Audit Committee

To enhance Board oversight and management mechanisms, the Company established the Audit Committee in August 2023 (Year 112, R.O.C Calendar). The Audit Committee is composed entirely of independent directors, and at least one member possesses expertise in accounting or finance. Independent directors serve three-year terms and may be re-elected. The Committee Convener represents the Audit Committee externally. Information on Audit Committee meetings and individual attendance rates is disclosed in the Company’s annual report for reference.

Audit Committee Members:

Name	Title
Yun-Ling Tsai	Independent Director (Convener)
Jin-Shu Chang	Independent Director
Cheng-Hui Su	Independent Director
Yuan-Hong Wang	Independent Director

• Articles of Incorporation  （View PDF）
• Shareholders’ Meeting Rules  （View PDF）
• Procedures for Election of Directors  （View PDF）
• Board of Directors Meeting Rules  （View PDF）
• Audit Committee Charter  （View PDF）
• Compensation Committee Charter  （View PDF）
• Procedures for Acquisition or Disposal of Assets  （View PDF）
• Procedures for Lending Funds to Others  （View PDF）
• Code of Ethical Conduct  （View PDF）
• Employee Code of Conduct  （View PDF）
• Procedures for Endorsements and Guarantees  （View PDF）