Board of Directors

I. Duties & Responsibilities

i. The Board of Directors of the Company shall guide the Company’s strategy, supervise and manage the management. Also, the Board ought to be accountable to the Company and its shareholders, and shall ensure that the Board of Directors exercises its powers in accordance with the provisions , Articles of Incorporation or the resolutions of the shareholders’ meeting.

ii. Term of the current Board of Directors：2024.03.27 to 2027.03.26.

II. Academic Qualifications / Work Experience

Name	Education	Experience	Positions
Wu, Mei-Huei President	Ph.D. in Finance, Xiamen University Master of Communication Administration, Ming Chuan University	Editor-in-chief of New Media Division, Wealth Magazine General Manager of Editorial Department, CredereMedia Consultant of Editorial Department, Business Weekly Deputy Editor-in-Chief, Business Weekly Deputy Editor-in-Chief, Business Today Editor-in-chief, Wealth Express Editor-in-chief, Wealth Express Weekly Editor-in-chief, Finance Magazine	President, Fusite Brand Consulting Co., Ltd. Director, Chun Yu Works & Co., Ltd. Director, D-Link Corporation Director, OFCO Industrial Corp. Adjunct Professional Expert of Audio-Visual Journalism and Social Communication Department, Ming Chuan University
Hsieh, Chih-Teng Director	Dual Master of Business Administration, La Verne University	President, Whisbih Intl. Enterprise Co., Ltd. President, Hokia Logistics Co., Ltd. President, Coors Communications President, Sanyo Biotech Co., Ltd. President, Sichong River Ancient Trail Hot Spring Leisure Co., Ltd. President, Chi Lin Investment Co., Ltd. Director, Taiwan Family Mart Co., Ltd. Director, Taimide Tech Inc. Supervisor, Lian Shou Investment Co., Ltd. Supervisor, Sheng Kai International Investment Co., Ltd. Supervisor, Lian Feng Investment Co., Ltd.	President, Whisbih Intl. Enterprise Co., Ltd. President, Hokia Logistics Co., Ltd. President, Coors Communications President, Sanyo Biotech Co., Ltd. President, Sichong River Ancient Trail Hot Spring Leisure Co., Ltd. President, Chi Lin Investment Co., Ltd. Director, Taiwan Family Mart Co., Ltd. Director, Taimide Tech Inc.
Zeng, Ming-Juan Director	Master of Business Administration, National Cheng Kung University	Supervisor of Purchasing Department, Chun Yu Works & Co., Ltd.	Mi Hsiang Food Co., Ltd. President, Bai Chien Hui Food Co., Ltd. General Manager, Jia Jie Biotechnology Co., Ltd.
Wu, Yi-Han Director	Bachelor of Computer Science, National Tsing Hua University	Director, Taiwan Styrene Monomer Corp. Independent Director, Chun Zu Machinery Industry Co., Ltd	President, UFC Gym Taiwan Ltd. Independent Director, S-Tech Corp.
Chen, Zheng-Wen Director	Ph.D. in Political Science, National Sun Yat-sen University Master of Political Science, National Sun Yat-sen University	CEO, Southern Taiwan Joint Services Center, Executive Yuan City Council 1st and 2nd City Council Member, Kaohsiung Lecturer, National Open University of Kaohsiung Supervisor of Deputy Secretary-General Office, Office of the President Senior Executive, Office of the President	President, Qing Jing Ning Construction Co., Ltd. Chief of Public Relations, Taiwan Steel Group Director, TSG Hawks Baseball Co., Ltd. Director, TSG Sports Marketing Co, Ltd. Director, Taiwan Steel University of Science and Technology Director, Kuei Tien Cultural & Creative Entertainment Co.,Ltd. Director, Shangtong Media Information Co., Ltd.
Zheng, Shun-Ren Director	Ph.D. in Business Studies, Manuel L.Q University Ph.D. in Technology Management, Chung Hua University	Director, King House CO., Ltd. Independent Director, Kuo Toong International Co., Ltd.	Director, King House CO., Ltd. Vice Principal, Cheng Shiu University
Wang, Bing-Quan Independent Director	Bachelor of Laws B.L., National Taipei University	Independent Director, Amigo Technology lnc. Independent Director, OFCO Industrial Corporation Independent Director, United Fiber Optic Communication Inc. D-Link Corporation, General Counsel Legal Manager, Taiwan Steel & Mining Corp. Legal Specialist, Presicarre Corp. Clerk of Legal Affairs Division, The Chinese Bank	Independent Director, Amigo Technology lnc. Independent Director, OFCO Industrial Corporation
Hung, Yu-Ting Independent Director	Bachelor of Business Administration, Cheng Shiu University	Independent Director, Triocean Industrial Corp. Co., Ltd. Supervisor, Taiwan Wax Company, Ltd.	Independent Director, King House CO., Ltd. Independent Director, TSG Star Travel Corp.
Huan, Gxin-Ying Independent Director	Bachelor of Law, Ming Chuan University Bachelor of Law, Fu Jen Catholic University Bachelor of Child Development and Family Studies, Fu Jen Catholic University	Teacher, Kindergarten of Ms. Lam Montessori School Accountant, Cheng Loong Corporation Director, Hochyi Design Company Corporate Financial Advisor, Five King Cereals Industrial Co., Ltd.	Independent Director, King House CO., Ltd.

III. Policies for the diversification of the Board members

Name of Director / Core item of diversification	Gender	Operational Judgement	Accounting & Financial Analysis	Business Management	Crisis Management	Industry knowledge & Global Market Insights	Leadership	Decision-making
Taiwan Health Sports Investment Co., Ltd. President Wu, Mei-Huei	F	√	√	√	√	√	√	√
Taiwan Health Sports Investment Co., Ltd. Director Hsieh, Chih-Teng	M	√	√	√	√	√	√	√
E-Sheng Steel Co., Ltd. Director Zeng, Ming-Juan	F	√	√	√	√	√	√	√
E-Sheng Steel Co., Ltd. Director Wu, Yi-Han	M	√	√	√	√	√	√	√
Yuan Sheng International Holdings Ltd. Director Chen, Zheng-Wen	M	√	√	√	√	√	√	√
Yuan Sheng International Holdings Ltd. Director Zheng, Shun-Ren	M	√	√	√	√	√	√	√
Independent Director Wang, Bing-Quan	M	√		√	√	√	√	√
Independent Director Hung, Yu-Ting	F	√		√	√	√	√	√
Independent Director Huan, Gxin-Ying	F	√	√	√	√	√	√	√

IV. Diversity Policy of Board of Directors, Specific Management Objectives and Implementation

i. The Company has standardized the diversity policy of the composition of the Board of Directors. The composition of the Board of Directors shall take into account diversity, except that the number of directors who are also managers of the Company shall not exceed one-third of the number of directors, and formulate appropriate diversity policies based on their own operations, operation styles and development needs, which shall include but are not limited to the following two major criteria：

1. Basic conditions and values: gender, age, nationality and culture, etc., of which the proportion of female directors should reach one-third of the board seats.
2. Professional knowledge and skills: professional background (e.g. law, accounting, industry, finance, marketing or technology), professional skills and industry experience, etc.

ii. The 15th session of the Board of Directors of the Company has a total of nine members (including three independent directors), of which 33% are independent directors, four are female directors, and nine directors have different industry management experience and different professional abilities Force. It has a complementary effect on the development and operation of the company, and is more comprehensive for future development. The Company has set the criteria for the diversity of backgrounds and independence required of board members and senior managers, such as professional knowledge, skills, experience and gender, and has identified, reviewed and nominated candidates for directors accordingly.

iii. The specific objectives of the Company’s Director Diversity Policy and the status of achievement so far are as follows：

specific management objectives of diversity	落實情形
A director who is also a manager of the Company shall not exceed one-third of the number of directors	Those who do not concurrently serve as managers of the company shall meet the requirements of concurrently managing directors for less than 1/3 of the seats
The board of directors shall include at least one female director	Among the members of the Board of Directors of the Company, there are two female directors and two female independent directors
At least two independent directors shall serve no more than three consecutive terms	None of the three current independent directors of the Company has served more than three terms

V、Succession planning for board members and key management

i. Succession planning and operation of the Board of Directors：

1. The directors of the Company are elected by the shareholders’ meeting in accordance with the provisions of the Articles of Association and the Regulations for the Election of Directors through the nomination system of candidates, and it is clearly stipulated that the composition of the Board of Directors shall consider diversity, and nominate suitable candidates from among the current directors, senior managers and external professionals in view of the Company’s own operation, operation style and development, and plan the most appropriate structure and composition of the Board of Directors.

2. In order to strengthen the functions of the board of directors and formulate appropriate diversity policies based on their own operations, operating styles and development needs, it is advisable to establish a database of directors including but not limited to the following two criteria：

(1) Basic conditions and values： gender, age, nationality and culture, etc.

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

3. In addition to the above, members of the Board are required to possess the knowledge, skills and qualities necessary to perform their duties. In order to achieve the ideal goal of corporate governance, the overall capabilities of the Board of Directors are as follows：

(1) Operational Judgement.
(2) Accounting & Financial Analysis.

(3) Business Management.

(4) Crisis Management.

(5) Industry knowledge & Global Market Insights.

(6) Leadership.

(7) Decision-making.

4. The Company has formulated the “Board of Directors Performance Evaluation Regulations” to confirm the effective operation of the Board of Directors and evaluate the performance of directors through the measurement items of performance evaluation, including the control of the company’s goals and tasks, responsibility cognition, operational participation, internal relationship management and communication, professional functions and further education, internal control and specific opinion expression, etc., as a reference for the future selection of directors. In addition, the Company conducts relevant training for board members in accordance with the “Implementation Points for the Implementation of Advanced Training for Directors and Supervisors of Listed OTC Companies”, so as to continuously enhance the Board’s understanding of emerging issues and continuously improve the effectiveness of corporate governance. Regarding the succession planning of the Board of Directors, the Group currently has a number of senior management professionals, so the Company has abundant talents to take over the position of Director. As part of the independent directors, they are required by law to have the necessary work experience in business, legal affairs, finance, accounting or corporate business, and the supply of domestic professionals is not scarce, so the candidates for independent directors may come from the industry.

ii. Succession planning and operation of key management personnel：

The selection and cultivation of successors to important management personnel is related to the sustainable operation of the enterprise. The general manager of the company regularly convenes middle and senior management meetings to discuss future strategic planning, including corporate policies, performance and personnel Development of management, leadership and organizational change. In addition, the company has a hierarchical configuration according to the organization, each department has senior and middle supervisors, and trains middle supervisors as the duty agents of senior executives, conducts employee performance appraisal once a year, through daily observation and performance evaluation, to understand the improvement areas and personal expectations of employees, and the appraisal results are used as a reference basis for succession planning. The training of management succession planning is mainly based on the development of management ability, professional ability and personal development plan, and according to the individual’s work needs and learning status, cultivate their decision-making and judgment ability, so as to cultivate the management talents needed in the future.

VI. Information on the operation of the board of directors in 2024

The 15th Board of Directors for 2024 held 9 meetings. The attendance of the directors is as follows：

position title	Name	Actual attendances (B)	delegated attendances	Actual attendance ratio (B/A)(%)	Notes
President	Wu, Mei-Huei	7	0	100%	Newly appointed on 2024.06.19
Director	Hsieh, Chih-Teng	9	0	100%
Director	Zeng, Ming-Juan	9	0	100%
Director	Wu, Yi-Han	8	1	88.89%
Director	Chen, Zheng-Wen	8	1	88.89%
Director	Zheng, Shun-Ren	9	0	100%
Independent Director	Wang, Bing-Quan	9	0	100%
Independent Director	Hung, Yu-Ting	9	0	100%
Independent Director	Huan, Gxin-Ying	9	0	100%

VII. Implementation of corporate governance in 2024

i. In order to prevent inadvertent insider trading, the Company has established an internal material information processing and disclosure mechanism in accordance with the provisions of the internal material information processing operating procedures to avoid improper disclosure of information and ensure the consistency and correctness of the information published by the Company to the outside world.

ii. The Company prohibits bribery, bribery, fraud, insider trading and other dishonest behaviors in accordance with the Code of Integrity Management, and has established a disciplinary and grievance system, and stipulates and advocates relevant matters in the internal personnel regulations.

iii. According to the letter from the competent authority, the common situation of violating the provisions of the Securities and Exchange Law by the insider’s shareholding change declaration from time to time is conveyed to the directors and insiders that they should comply with the relevant regulations, and the publicity content includes：

1. Elements of insider trading.

2. The timing of major news is clear, and the method of disclosure is timely.

3. Penalties for Insider Trading Violations.

4. Case Study.

5. How to avoid inadvertently touching insider trading.

iv. In order to strengthen the awareness of compliance between directors and insiders, the directors are reminded by email from time to time that their shares are not to be traded during the closed period 30 days before the announcement of the annual financial report and 15 days before the announcement of the quarterly financial report, and the meeting notice of the meeting date of the board of directors was sent on May 2, 2024 and August 2, 2023 respectively, and the date of the board meeting was announced on April 24, 2024 and July 24, 2023, as well as the closed period before the announcement of the quarterly financial report, so as to prevent the directors and managers from accidentally violating the regulations.

VIII. Annual performance evaluation results of the board of directors and its members in 2023

i. In order to implement corporate governance and enhance the function of the Board of Directors of the Company, the Company operates in accordance with the "Measures for the Performance Evaluation of the Board of Directors".

ii. According to the evaluation standards and evaluation results, the performance appraisal of the board of directors and the self-evaluation results of the board of directors are as follows：

1. Internal self-assessment of the Board of Directors：

Assessment items	Questions	Results	Notes
A. Level of involvement in the company's operations	8		The assessment period is less than one year, due to the re-election of directors
B. Improve the quality of decision-making of the board of directors	7
C. Composition and structure of the Board of Directors	5
D. Election and continuing education of directors	3
E. Internal Controls	3
F. Participation in Sustainable Development (ESG)	3

2. Self-assessment of the Board of Directors：

Assessment items	Questions	Results	Notes
A. Mastery of the company's goals and tasks	3		The assessment period is less than one year, due to the re-election of directors
B. Awareness of the responsibilities of directors	3
C. Degree of involvement in the company's operations	5
D. Internal Relationship Management and Communication	3
E. Professional and continuing education of Directors	3
F. Internal Controls	2

3. Scoring Description：

(1) Total score = Σ ((score of each facet / total score of the facet x 100) x weight of the facet), rounded.

(2) The total score of the performance appraisal self-rating is 100 points：

Score of 90 or higher：Excellence
Score of 80 to 89 ：Good
Score of 70 to 79 ：Standard
Score of 69：Improve

iii. Evaluation results: According to the results of the 112 years of performance evaluation of the board of directors, the overall operation of the board of directors is excellent.