A. Information on Operation of Remuneration Committee:
1. Powers and Duties of Remuneration Committee Member:
(1) Establishing and reviewing the policies, systems, standards and structure of the performance evaluation and remunerations of directors and managers periodically.
(2) Evaluating periodically and establishing remunerations of directors and managers.
2. The Remuneration Committee held its meeting for 2 times (A) in 2025. The important resolutions are as follows:
Date of Meeting |
Motion |
Resolution Result |
About how the company deals with the opinion of the Remuneration |
Jan. 9, 2025 |
Directors’ and managers’ year-end bonuses for 2024 and annual salary structure for 2025. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Mar. 06, 2025 |
The deliberation of the personnel transfer proposal for Assistant Manager Chen of our company. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
3. The Remuneration Committee held its meeting for 2 times (A) in 2025. The members present are as follows:
Title |
Name |
Actual Attendance (B) |
Attendance as an agent |
Rate of Actual Attendance (B/A) |
Convenor |
Independent Director Chang Jui-Hui |
2 times |
0 |
100% |
Committee Member |
Independent Director Lo Bin-Hsien |
2 times |
0 |
100% |
Committee Member |
Independent Director Hsien Sung-Wen |
2 times |
0 |
100% |
B. Information on Operation of Audit Committee
1.Powers, Duties and Task Priorites of Audit Committee;
(1) Revising or amending the internal control system in accordance with Article 14-1 of the Securities and Exchange Act;
(2) Assessing the effectiveness of the internal control system;
(3) Revising or amending the procedures for acquisition or disposal of assets, engaging in derivatives trading, extension of monetary loans to others, endorsements or guarantees for others and other material financial business in accordance with Article 36-1 of the Securities and Exchange Act;
(4) Matters relevant to interest of directors;
(5) Trading of material assets or derivatives;
(6) Material loans, endorsements or guarantees provided;
(7) Public offerings, issuing or private placement of equity securities;
(8) Appointment, dismissal or remuneration of CPAs;
(9) Appointment and dismissal of financial, accounting or internal audit officers;
(10) Q1, Q2, Q3 and annual financial reports to which Chairman, Manager and Accounting Manager have affixed their respective seals;
(11) Important matters provided by other corporate or competent authorities.
2. The Audit Committee held its meeting for 4 times (A) in 2025. The important resolutions are as follows:
Date of Meeting |
Motion |
Resolution Result |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
Jan.9,2025 |
Proposed lifting of directors' non-compete restrictions. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Jan.9,2025 |
Proposed Donation Related Person Case. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Mar. 6, 2025 |
To accept 2024 Business Report and Financial Statements. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Mar. 6, 2025 |
To accept 2024 earnings distribution. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Mar. 6, 2025 |
2024 Declaration for Internal Control System |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Mar. 6, 2025 |
Proposed revision of some of the company's internal control system management plans. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Mar. 6, 2025 |
Evaluation of CPA Independence and competence |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Mar. 6, 2025 |
Appointment of visa accountants and review of accountants and public expenses |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
May. 7, 2025 |
2025 Q1 Financial Report |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Aug. 6, 2025 |
Our company cooperates with PwC's internal adjustments and changes the visa accountant case. |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
Aug. 6, 2025 |
2025 Q2 Financial Report |
The case is approved by all attending committee members unanimously after the chairman of the meeting asks for their opinions based on the case. |
N/A |
3. The Audit Committee held its meeting for 4 times (A) in 2025. The members present are as follows:
Title |
Name |
Actual Attendance (B) |
Attendance as an agent |
Rate of Actual Attendance (B/A) |
Convenor |
Independent Director Chang Jui-Hui |
4 times |
0 |
100% |
Committee Member |
Independent Director Lo Bin-Hsien |
4 times |
0 |
100% |
Committee Member |
Independent Director Hsien Sung-Wen |
4 times |
0 |
100% |
C.Information on Operation of Committee for Sustainable Development:
1. To implement corporate governance, On November 6, 2024, the Board of Directors' approval to establish the Committee for Sustainable Development. Appointed four members including Chang Jui-Hui Independent Director, Lo Bin-Hsien Independent Director, Hsien Sung-Wen Independent Director and Jyh Chin-Juang general manager as members of Committee for Sustainable Development. In order to assist the Board of Directors to continuously promote corporate social responsibility and improve corporate governance for the purpose of practicing sustainable management.
2. The convener of the Committee is Independent Director, Ms. Chang Jui-Hui. She possesses expertise of corporate governance and management capabilities of financial risk and legal compliance risk. Independent Director, Mr. Lo Bin-Hsien has expertise in finance and corporate governance and possess the management ability of financial risk and legal compliance risk. Independent Director, Mr. Hsien Sung-Wen, has professional qualification as accountants and is expert in finance and tax planning and possess the ability of accounting and to manage financial and taxation information risk. General manager,Mr. Jyh Chin-Juang has been working in the Automotive industry for over 20 years, has the adaptability of supply chain risk management and operational risk management. Accordingly, all members conform to the professional competence required by the Committee.
3. Powers, Duties and Task Priorites of Committee for Sustainable Development:
(1)To formulate, promote and strengthen the company's sustainable development policies, annual plans and strategies, etc.
(2)To promote and implement the Company's integrity management and risk management and other related work.
(3)To track, review, and revise the implementation and effectiveness of the Company's sustainable development.
(4)Other matters to be performed by the Committee pursuant to the resolution of the Board of Directors.
4.The Committee for Sustainable Development held its meeting for 2 times (A) in 2025. The important resolutions are as follows: