Board members should faithfully perform their duties and fulfill the duties of a good manager, exercising their powers with a high degree of self-discipline and prudence in the execution of the company's business. Apart from matters required by law or company bylaws to be decided by the shareholders' meeting, they should faithfully follow the resolutions of the board.
Board responsibilities include:

1. The operational plan of the company.
2. The annual financial report signed or stamped by the Chairman, executive officers, and accounting supervisor, as well as the second-quarter financial report that requires certification by auditors.
3. The formulation or amendment of internal control systems, as well as the assessment of the effectiveness of internal control systems.
4. The establishment or amendment of procedures for the acquisition or disposal of assets, engaging in derivative commodity transactions, lending funds to others, endorsing or guaranteeing for others in significant financial transactions.
5. Matters involving the self-interest of directors or supervisors.
6. Significant transactions involving assets or derivative commodity transactions.
7. Significant lending of funds, endorsement, or provision of guarantees.
8. The raising, issuance, or private placement of equity-like securities.
9. The appointment, dismissal, or remuneration of certifying accountants.
10. The appointment or dismissal of financial, accounting, or internal audit executives.
11. Donations to related parties or significant donations to non-related parties.
12. Other matters required by laws, bylaws to be decided by the shareholders' meeting, or significant matters specified by competent authorities, which should be proposed to or decided by the board.

Resumes of the 19th Board of Directors and Independent Directors

The Company has established three independent directors in accordance with legal regulations, accounting for 23.08%. During the appointment process, we conduct a qualification check for independent directors and issue statements. Simultaneously, we obtain declarations regarding the independence and part-time employment regulations from each independent director, confirming compliance with the provisions of Article 26-3, Paragraph 3, and Article 26-3, Paragraph 4 of the Securities Exchange Act. Specifically, within the board of directors, more than half of the positions are not held by individuals with spousal or first-degree relative relationships. Additionally, there are no relationships of the specified types between independent directors and other directors.

(1) The Company’s Corporate Governance Principle has stated the abilities of the board and developed a diversified policy for the composition of the board members and the directors concurrently serving as company officers not exceed one-third of the total number of the board members, and that an appropriate policy on diversity based on the company's business operations, operating dynamics, and development needs be formulated and include, without being limited to, the following two general standards:

1. Basic requirements and values: Gender, age, nationality, and culture.
2. Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing and technology), professional skills, and industry experience.

All members of the board shall have the knowledge, skills, and experience necessary to perform their duties. To achieve the ideal goal of corporate governance, the board of directors shall possess the following abilities:

1. Ability to make operational judgments.
2. Ability to perform accounting and financial analysis.
3. Ability to conduct management administration.
4. Ability to conduct crisis management.
5. Knowledge of the industry.
6. An international market perspective.
7. Ability to lead.
8. Ability to make policy decisions.

Objective and implementation of board diversify policy

(2) The diversity of board members is as follows:

1. Basic requirements and values:
   ①There are a total of 13 directors (including 3 independent directors). Two members of the Board of Directors are female with an average age of 64.62. The average age of male directors is 67.93. The average age of all directors is 67.42.
   ②The board consists of not only Taiwanese directors, but also one director residing in the United States. Overall the board is filled with nationalities and cultures from Chinese and US.
2. Professional knowledge and skills:
   ①The directors with education background including MBA, UCLA, USA , Marymount College, finance, economics, history, business administration, electrical engineering, chemical engineering, industrial engineering, Tourism management and television & film.
   ②The independent directors with education background and experience including Master in Professional Accounting, The Univ. of Texas at Austin., Department of Chemical Engineering, National Taiwan Univ., J.D., Georgetown Univ. and Department of computer science & information Engineering, National Taiwan Univ.
   ③The following table demonstrates the implementation of the diversity policy for Board members.

2023/06/30