Position	Name	Declaration
Director	Lin Wan-hsing
Director	Lin Chin-pao
Director	Chen-Chueh Sheng-shin
Director	Xu Xing-hao
Director	Guo Ya-ping
Director	Huang Xiang-lin
Director	TLC Capital co., LTD
Independent Director	Yu Shang-wu
Independent Director	Tsai Song-chi
Independent Director	Su Yan-syue
Independent Director	Wang Chuan-fen

In accordance with the articles of the company, eleven directors are to be elected for the company with the number of directors that can execute authorities being discussed and determined by the Board of Directors. In addition, directors are to be elected from those with behavioral capacities at shareholders’ meetings for a service term of three years, and can serve for another term if they are reelected. The percentage of shares held by the company directors and supervisors is subject to the regulation of securities managing authorities.

A total 11 directors( including four independent directors) were elected by shareholders at shareholders' meeting on June 12, 2019.

Position	Name of Elected Candidates	Equity the candidate represents
Director	Lin Wan-hsing	215,303,668
Director	Lin Chin-pao	195,913,420
Director	Chen-Chueh Sheng-shin	152,252,649
Director	Xu Xing-hao	151,964,374
Director	Guo Ya-ping	149,833,776
Director	Huang Xiang-lin	149,187,786
Director	TLC Capital Co.,LTD	145,117,243
Director	Yu Shang-wu	193,793,164
Independent Director	Tsai Song-chi	191,950,707
Independent Director	Su Yan-syue	191,870,219
Independent Director	Wang Chuan-fen	150,521,160

Condition / Name

Lin Wan-hsing

Lin Chin-pao

Chen-Chueh Sheng-shin

Xu Xing-hao

Guo Ya-ping

Huang Xiang-lin

TLC Capital Co.,LTD

Yu Shang-wu

Tsai Song-chi

Su Yan-syue

Wang Chuan-fen

possess at least five years of work experience or the following professional qualification

Holding a lecturer or above position at the Departments of Commerce, Law, Finance, Accounting, or other relevant departments that the company business affairs require, in any public or private universities or colleges

V

Being a professional or technical personnel who has passed the relevant national qualification examination and obtained a certificate of judge, prosecutor, lawyer, accountant, or other professions as per the demand of the company business affairs

V

V

Previous work experience in commerce, law, finance, accounting, or other fields as per the demand of the company business affairs

V

V

V

V

V

V

V

V

V

V

V

Meet the requirement for independency

Not being employed by the company or the company’s related enterprises

V

V

V

V

V

V

V

Not being a director or supervisor of the company or the company’s related enterprises (non-applicable to an independent director of a subsidiary company whose mother company or the subsidiary company itself directly or indirectly holds over 50% of voting shares).

V

V

V

V

V

V

V

V

Not being an individual shareholder whose spouse, minor children, other related persons, or himself, holds hold over 1% of the total shares issued by the company, or is among the top 10 shareholders of the company.

V

V

V

V

V

V

V

Not being a spouse, a relative within the second degree of consanguinity or affinity, or a direct relative within the fifth degree of consanguinity, of the three types of personnel above.

V

V

V

V

V

V

V

V

V

Not being a director, supervisor, or employee, of a corporate shareholder that directly holds over 5% of the total shares issued by the company, or a corporate shareholder that is among the top five shareholders of the company.

V

V

V

V

V

V

V

V

V

V

V

Not being a director, supervisor, manager, or shareholder that holds over 5% of the total shares of any particular companies or organizations that have a financial or business relationship with the company.

V

V

V

V

V

V

V

V

Not being a professional who provides commercial, legal, financial, or accounting services or consultations to the company or its related enterprises, or an owner, partner, director, supervisor, manager, or spouse of the abovementioned persons, of any sole proprietorship, partnership, company, or organization. But the one who exercises duties authorized by Article 7, Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Stock Exchange or Traded Over the Counter, as member of Remuneration Committee is not subject to the limit.

V

V

V

V

V

V

V

V

V

V

V

Not being a relative within the second degree of consanguinity or affinity nor being the spouse of any other company directors

V

V

V

V

V

V

V

V

V

Not meeting any descriptions in Clause 30 of the Company Law

V

V

V

V

V

V

V

V

V

V

V

Not being elected as a representative of the government or a legal person as prescribed in Clause 27 of the Company Law.

V

V

V

V

V

V

V

V

V

V

V

The number of other public companies where the candidate is also an independent director

None

None

None

None

None

None

None

1

None

2

None

The composition of the board of directors shall be determined by taking diversity into consideration, and shall establish 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, culture, etc.

2. Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience.

　

The specific management objective of diversity policy of the Company and its implementation status are as follows:

Management Objective	Implementation Status
Rejuvenation of Board Members	Achievement
At least two seats of female directors	Achievement

　

Board members are equipped with diverse backgrounds in the industry, legal, financial and finance, accounting, investment management, operation management, etc., and relevant professional fields are explained in the table below.

There are more than 1/3 of directors of the Company concurrently acting as the managerial officers of the Company, and this is based on the consideration of the succession and hesitance plan for the board members. In the election of directors during the shareholders’ meeting on 2019.6.12, new management team members jointed the board members.

Diversity Item ＼ Name of Director	Basic Composition
	Nationality	Gender	Concurrent Position as Employee of the Company	Age				Seniority of Independent Director
				41 ~ 50	51 ~ 60	61 ~ 70	71 ~ 75	Less than 3 year	3 ~ 9 years	More than 9 years
Peter Lin	R.O.C.	Male	V			V
Paul Lin	R.O.C.	Male	V				V
Levi Chen	R.O.C.	Male	V			V
Kevin Guo	R.O.C.	Male	V		V
Sean Huang	R.O.C.	Male	V	V
Xing-Hao Xu	R.O.C.	Male		V
TLC Capital Co., Ltd. Representative: Chih-Chiang Peng	R.O.C.	Male			V
Shang-Wu Yu	R.O.C.	Male			V					V
Song-Chi Tsai	R.O.C.	Male				V			V
Yan-Syue Su	R.O.C.	Female			V				V
Chuan-Fen Wang	R.O.C.	Female		V					V

 

Diversity Item ＼ Name of Director	Industrial Experience
	Electronic Technology Manufacturing	Research and Development Technology	Business Development	Financial/Finance and Investment/Merger
Peter Lin	V	V	V
Paul Lin	V	V	V
Levi Chen	V	V	V
Kevin Guo	V		V
Sean Huang	V		V
Xing-Hao Xu	V	V
TLC Capital Co., Ltd. Representative: Chih-Chiang Peng	V		V	V
Shang-Wu Yu			V	V
Song-Chi Tsai			V	V
Yan-Syue Su			V	V
Chuan-Fen Wang			V	V

 

Diversity Item ＼ Name of Director	Professional Competence
	Accounting and Financial Analysis	Legal	Information Technology	Corporate Management
Peter Lin	V			V
Paul Lin	V			V
Levi Chen	V		V	V
Kevin Guo	V			V
Sean Huang	V			V
Xing-Hao Xu			V	Ｖ
TLC Capital Co., Ltd. Representative: Chih-Chiang Peng	V		V	V
Shang-Wu Yu	V		V	V
Song-Chi Tsai	V			V
Yan-Syue Su	V			V
Chuan-Fen Wang		V		V

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