Board of Directors responsibilities, members and resumes
| Position | Name, Education & Experience, Major Current Positions |
|---|---|
| Chairman | PAN JIT INTERNATIONAL INC. Representative: FANG,MING-TSUNGEducation & Experience
Major Current Positions
|
| Board of Director | PAN JIT INTERNATIONAL INC. Representative: FANG,MING-CHINGEducation & Experience
Major Current Positions
|
| Board of Director | PAN JIT INTERNATIONAL INC. Representative:LIN,YING-SHANEducation & Experience
Major Current Positions
|
| Board of Director | Advantech Investment Co., Ltd. Representative: Carol, HuangEducation & Experience
Major Current Positions
|
| Independent Director |
LIN, SHANG-ANEducation & Experience
Major Current Positions
|
| Independent Director |
ZHANG, ZHI-MINGEducation & Experience
Major Current Positions
|
| Independent Director |
YE, FANG-DEEducation & Experience
Major Current Positions
|
NOTE：The term of above Board of Director is from 14 June, 2023 to 13 June, 2026.
Board of Directors Responsibilities:
The main powers of the company's board of directors are to guide the company's strategy, supervise the management and various operations and arrangements of the corporate governance system, be responsible to the company and the shareholders' meeting, and exercise its powers in accordance with the provisions of laws and the company's articles of association or the resolutions of the shareholders' meeting.
Board of Director's Assessment of Performance
The company has established a “Regulations Governing the Board and Functional Committees Performance Evaluation”, which performs at least one internal board performance evaluation every year, and uses the evaluation results as a reference basis for selecting or nominating directors. The result of 2024 is as below.
| Evaluation Type | Evaluation Method | Grading criteria | Evaluation results |
|---|---|---|---|
| Overall board performance assessment | The assigned group according to the actual operation to assess the assessment. |
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| Individual Board Members Performance | Self-assessment by Board members |
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Director Supervisor Insurance Insurance
- In order to strengthen the company's risk management and protect shareholders' rights and interests, the Company has insured liability insurance for directors and managers.
- The Company purchased liability insurance for directors and managers in 2024 years as follows:
| Insured Objects | All directors and managers |
|---|---|
| Insurance Company | Tokio Marine New Insurance Co., Ltd |
| Insured Amount | US$3,000,000 |
| Insurance Period | 2024.11.10 ~ 2025.11.10 |
| Report Date | 2024.11.07 |
The Board assesses the independence of the certified accountants
The company's audit committee evaluates the independence and competency of its certified accountants every year. In addition to requiring certified accountants to provide "Declaration of Detachment of Independence" and "Audit Quality Indicators (AQIs)", it also adheres to the standards of Note 1 and 13 AQI indicators. Make an assessment. It is confirmed that the accountant has no other financial interests and business relationships with the company except for fees for visas and financial and tax cases. The accountant's family members do not violate the independence requirements. With reference to the AQI indicator information, it is confirmed that the accountant and the firm have good experience and experience in auditing. The number of training hours is better than the industry average. In addition, in the past three years, we will continue to introduce digital audit tools to improve audit quality. The evaluation results of the most recent year have been discussed and approved by the Audit Committee on March 05, 2025, and reported to the Board of Directors on March 05, 2025 to pass the assessment of the independence and competency of the accountants.
Note 1: The Company's accountant independence assessment items are summarized as follows：
| Assessment Item | Assessment Result | Whether it meets the required independence |
|---|---|---|
| A: "Professional Ethics Bulletin" No. 10, evaluation items that affect the independence of accountants： | ||
| 1. According to Article 8 of the Bulletin on the Code of Professional Ethics for Accountants of the Republic of China, No. 10, whether the independence of the evaluated object is affected by "self-interest" | No | Yes |
| 2. According to Article 9 of the Bulletin on the Code of Professional Ethics for Accountants of the Republic of China, No. 10, whether the independence of the evaluated object is affected by the "self-assessment" | No | Yes |
| 3. According to Article 10 of the Bulletin on the Code of Professional Ethics for Accountants of the Republic of China, No. 10, whether the independence of the evaluated object is affected by the "defense" | No | Yes |
| 4. According to Article 11 of No. 10 of the Bulletin on the Code of Professional Ethics for Accountants of the Republic of China, whether the independence of the evaluated object is affected by "familiarity" | No | Yes |
| 5. According to Article 12 of the Bulletin on the Code of Professional Ethics for Accountants of the Republic of China, No. 10, whether the independence of the evaluated object is affected by "coercion" | No | Yes |
| B. Article 47 of the "Accountant Law", shall not undertake the evaluation items of the financial report sign-off work： | ||
| 1. Whether the evaluated object is employed by the Company as a regular job, receives a fixed salary, or serves as a director or supervisor. | No | Yes |
| 2. Whether the subject has been a director, supervisor, manager of the Company or an employee who has a significant influence on the Company, and has left the Company for less than two years. | No | Yes |
| 3. Whether the assessed object has a spouse, direct blood relative, direct in-law or second relative with the person in charge or manager of the Company. | No | Yes |
| 4. Whether the subject himself or his spouse or minor children has any relationship with the Company to invest or share financial interests. | No | Yes |
| 5. Whether the subject himself or his spouse or minor children has a loan with the Company. | No | Yes |
| 6. Whether the subject of the evaluation is the Company performing management consulting or other non-visa business, and it is sufficient to affect independence. | No | Yes |
| 7. Whether the subject under evaluation has any circumstance that does not comply with the business event competent authority's rotation of accountants, handling of accounting affairs on behalf of others, or other circumstances that may affect independence. | No | Yes |
