Audit Committee
The committee of the company comprises3independent directors. The Audit Committee aims to assist the Board of Directors in overseeing the company's execution related to the quality and integrity of accounting, auditing, financial reporting processes, and financial controls.
Powers and Responsibilities of the Audit Committee
- to establish or amend the internal control system according to Article 14-1 of the Securities and Exchange Act.
- Evaluation of the effectiveness of the internal control system.
- To formulate or amend the procedures for handling major financial and business activities such as acquisition or disposal of assets, derivative product transactions, loans of funds to others, endorsements or guarantees for others, according to Article 36-1 of the Securities and Exchange Act.
- Matters involving the interests of the directors themselves.
- Major asset or derivative product transactions.
- Major loans of funds, endorsements, or guarantees.
- Raising, issuing, or privately placing securities with equity characteristics.
- Appointment, dismissal, or remuneration of the certifying accountant.
- Appointment or dismissal of financial, accounting, or internal audit officers.
- Annual financial reports and semi-annual financial reports.
- Other major matters stipulated by the company or competent authorities.
| Member | Major Education and Experience | Current Position | Number of Other Publicly Listed Companies Where Serving as Independent Director |
|---|---|---|---|
| Tsai,Yu-Chin |
Ph.D. in Accounting from Shanghai University of Finance and Economics Master's degree from the Graduate Institute of Accounting, National Chengchi University Bachelor's degree in Accounting from National Chengchi University Passed the Certified Public Accountant Examination Director of the Audit Department at KPMG Taiwan |
Independent Director of Li Feng Corporation Assistant Professor of Finance and Banking at China University of Science and Technology |
1 |
Chen,Ching-Lin
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Master's degree in Business Administration from Fudan University, Shanghai. Bachelor's degree in Business from National Taiwan University.Passed the Senior Exam for Accountants Tax Officer at Hsinchu County Tax Bureau. Tax Officer at Taipei City National Taxation Bureau. |
Director at Guangyu Accounting Firm |
0 |
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Pai,Tung-Yueh
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Ph.D. in Finance from Tamkang University Master's degree in Financial Resource Management from National Defense University Bachelor's degree in Finance and Taxation from Feng Chia University Full-time instructor at Minghsin University of Science and Technology Institute of Fruit Research |
Associate Professor in the Department of Business Administration at Minghsin University of Science and Technology | 0 |
- Members of the company's Audit Committee:3Persons.
- 2025 The annual Audit Committee held meetings 5 times, with a committee attendance rate of 100 %,The attendance details are as follows:
| Title | Name | Actual Attendance Count | Proxy Attendance Count | Actual Attendance Rate (%) | Remarks |
|---|---|---|---|---|---|
| Independent Director | Tsai,Yu-Chin | 5 | 0 | 100 | |
| Independent Director |
Chen,Ching-Lin |
5 | 0 | 100 | |
| Independent Director | Pai,Tung-Yueh | 5 | 0 | 100 |
| Meeting Date / Session Number | Agenda Content | Resolution and Implementation Status |
|---|---|---|
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March 5, 2025 The 13th meeting of the first session |
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The whole proposal was agreed upon by all attending audit committee members and submitted to the Board of Directors where it was approved by all attending directors. |
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May 12, 2025 The 14th meeting of the first session |
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The whole proposal was agreed upon by all attending audit committee members and submitted to the Board of Directors where it was approved by all attending directors. |
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August 10, 2025 The 1th meeting of the second session |
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First proposal to elect Ms. Tsai Yu-chin by consensus of all independent directors as the Audit Committee convener and meeting chairperson; other proposalsApproved by consensus of all audit committee members present and submitted to the board of directors, approved by all directors present. |
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November 5, 2025 The 2th meeting of the second session |
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The whole proposal was agreed upon by all attending audit committee members and submitted to the Board of Directors where it was approved by all attending directors. |
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December 24, 2025 The 3th meeting of the second session |
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The whole proposal was agreed upon by all attending audit committee members and submitted to the Board of Directors where it was approved by all attending directors. |
Communication between independent directors and the internal audit supervisor and accountants.
- The company's audit supervisor executes audit items monthly according to the annual audit plan and writes reports based on actual audit situations. The audit report and improvement tracking report are submitted to independent directors for review before the end of the month following their completion. Additionally, a summary of audit plan execution is regularly reported to the audit committee and the board of directors.
- The company's independent directors have good communication with the certifying accountants, who communicate with independent directors every quarter during the audit committee regarding audit (review) results of the financial statements and matters required by relevant laws.
- Independent directors can also communicate with the internal audit supervisor and accountants regarding the company's financial and business status through phone, email, or face-to-face meetings.
- Matters and outcomes of recent communications between independent directors and the internal audit supervisor and accountants:
| Meeting Date / Session Period | Topics of communication with the internal audit supervisor | Topics of communication with the certifying accountants |
|---|---|---|
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March 5, 2025 The 13th meeting of the first session Audit Committee |
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May 12, 2025 The 14th meeting of the first session Audit Committee |
Audit plan execution status from February to March 2025 |
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August 10, 2025 The 1th meeting of the second session Audit Committee |
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November 5, 2025 The 2th meeting of the second session Audit Committee |
Implementation status of the audit plan from July to September 2025. |
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December 24, 2025 The 3th meeting of the second session Audit Committee |
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December 24, 2025 |
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Result: The aforementioned matters were reviewed or approved by the committee without any objections from the independent directors. |
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