2025

The term of office for the current Audit Committee began on June 9, 2023, and ended on June 8, 2026. In 2025, the Audit Committee held 6 meetings (A). The attendance of independent directors, the Audit Committee’s annual work priorities, and its operations for the year are as follows：

The actual attendance rate is calculated based on the number of Audit Committee meetings held during the tenure of each Independent Director and their actual attendance.

 
Other matters to be recorded:

1.Annual Work Priorities, Operations, and Resolutions in Accordance with Article 14-5 of the Securities and Exchange Act or Matters Approved by Two-Thirds of All Directors Without Audit Committee Approval

The Audit Committee held six meetings in 2025, during which it primarily reviewed the following matters:

Establishment or amendment of internal control systems as required by Article 14-1 of the Securities and Exchange Act; evaluation of the effectiveness of internal control systems; establishment or amendment of procedures for handling material financial and derivative transactions, loans of funds to others, endorsements or guarantees for others, or acquisitions or disposals of assets as required by Article 36-1 of the Securities and Exchange Act; matters involving the self-interest of directors; material asset and derivative transactions; material loans, endorsements, or guarantees; offering, issuance, or private placement of equity securities; appointment, dismissal, or remuneration of certified public accountants; appointment or dismissal of financial, accounting, or internal audit officers; annual financial reports signed or sealed by the Chairman, managerial officers, and accounting officers, and quarterly financial reports that were audited and certified by CPAs; and other material matters prescribed by the company or the competent authority.

Ÿ   Review of Financial Reports

The Board of Directors has prepared the Company’s 2025 business report, financial statements, and proposal for earnings distribution. The Board of Directors has prepared the Company’s 2025 business report, financial statements, and proposal for earnings distribution. The financial statements have been audited by KPMG Taiwan, and an audit report has been issued. The above-mentioned business report, financial statements, and proposal for distribution of earnings have been reviewed by the Company’s Audit Committee, which found no discrepancies.

Ÿ   Evaluation of Internal Control System Effectiveness

The Audit Committee evaluates the effectiveness of the Company’s internal control system policies and procedures – including financial, operational, risk management, information security, and legal compliance controls – and reviews reports from the Company’s internal audit department and certified public accountants, as well as regular reports from management, including those concerning risk management and legal compliance. Referring to the internal control system – Integrated Framework published by The Committee of Sponsoring Organizations of the Treadway Commission (COSO) in 2013, the audit committee has determined that the Company’s risk management and internal control systems were effective. The Company had adopted the necessary control mechanisms to monitor and correct violations.

Ÿ   Appointment of CPAs

The Audit Committee is responsible for overseeing the independence of the external auditor to ensure the objectivity of financial statements. Generally, except for tax-related services or items specifically approved, the certifying accountant firm may not provide other services to the Company. All services provided by the attesting CPA firm have been subject to the approval of the Audit Committee. To ensure the independence of the attesting accounting firm, the Audit Committee has formulated an independence evaluation form based on Article 47 of the Certified Public Accountant Act and Bulletin No. 10 of the Code of Professional Conduct for Certified Public Accountants, “Integrity, Fairness, Objectivity and Independence.” This form assesses the independence, professionalism, and suitability of the CPAs, and evaluates whether they have related party relationships with the Company or shared business or financial interests. On October 30, 2024, the 4th Term, 6th Audit Committee meeting and the 15th Term, 10th Board of Directors meeting reviewed and approved that both CP Xu Shi-Chun and Tzu-Chieh Tang from An-Hou Jian-Ye United Accountants met the independence evaluation standards and were therefore qualified to serve as the Company’s financial and tax auditors for the year 2025.

Operational Status for the Year 2025

I.      Independent directors’ recusal from motions involving conflicts of interest: None reported.

II.    Communication between independent directors and the head of internal audit and Certified Public Accountants:

Communication policy for independent directors and the head of internal audit

◎ The Company submits an internal audit report to the independent directors for review each month, covering deficiencies identified in the prior month and the follow-up corrective actions.

◎   The Company convenes its Board of Directors quarterly, with independent directors and audit supervisors in attendance. The internal audit supervisor reports on the status of internal audit operations at each board meeting and attends the Audit Committee meetings in the first and fourth quarters to explain the internal control statement and audit plan to the independent directors.

◎   The internal audit officer convened a meeting with independent directors in the first half of the year or at year-end to report on the actual implementation of the internal audit plan. Independent directors then provided recommendations based on the report’s content.

◎   The audit officer and independent directors may communicate directly with each other as needed, with open lines of communication.

Summary of Communication Between Independent Directors and the Internal Audit Officer

Communication Policy Between Independent Directors and Certified Public Accountants

◎     Accountants report to independent directors at least twice a year on the Company’s financial condition, the financial status of its domestic and overseas subsidiaries, overall operations, and the results of internal control audits. They also fully communicate any major adjusting entries or legal amendments that have affected accounting treatments.

Summary of Communication Between Independent Directors and CPAs

 2. Execution of Independent Directors’ Recusal from Conflict-of-Interest Proposals: None.

3. Communication Between Independent Directors, Internal Audit Supervisors, and CPAs:

The company regularly convenes Audit Committee meetings and, as needed, invites CPAs, internal audit supervisors, and relevant management personnel to attend.

The internal audit supervisor provides periodic summary audit reports to the Audit Committee based on the annual audit plan. The Audit Committee also regularly reviews and communicates on matters related to the company’s internal control systems, internal audit personnel, and their work, offering recommendations as necessary.

Each year, the Audit Committee engages with the company’s CPAs to discuss the review or audit results of semi-annual or annual financial statements, as well as other communication matters required by regulations. Additionally, the committee conducts independence evaluations regarding the selection of CPAs and the auditing and non-auditing services they provide.