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Composition of the BOD

 

Composition of the Board of Directors

 

Professional Qualifications and Independence Analysis of Directors and Independent Directors

       Criteria

 

Name

Professional Qualification Requirements & Work Experience (Note 1)

Independence Status (Note 2)

Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director

Tseng-Liu, Yu-Chih

● Leadership experience in the Board of Directors

● PCB market experience

● Overseas Market Experience

● Expertise on PCB technology and equipment

● Factory management

● Expertise on investment

 

None.

Lin, Pi-Chi

● Leadership experience in the Board of Directors

● A board director of other listed companies

● PCB market experience

● Overseas Market Experience

● Expertise on PCB technology and equipment

● Factory management

● Expertise on investment

 

None.

Huang, Wei-Jin

● Leadership experience in the Board of Directors

● A board director of other listed companies

● PCB market experience

● Overseas Market Experience

● Expertise on investment

 

None.

Tung, Hsiao-Hung

● Leadership experience in the Board of Directors

● A board director of other listed companies

● Expertise on accounting

 

None.

Lai, Hwei-Shan

● Leadership experience in the Board of Directors

● A board director of other listed companies

● PCB market experience

● Expertise on PCB materials and their business

 

None.

Tseng, Wen-Yu

● Leadership experience in the Board of Directors

● A board director of other companies

● PCB market experience

● Expertise on investment

 

None.

Chen, Hsiang-Sheng

● Leadership experience in the Board of Directors

● A board director of other listed companies

● PCB market experience

● Overseas Market Experience

● Expertise on PCB technology and equipment

● Factory management

He and his immediate family members are independent of the Company.

Independent Director, Sunnic Technology & Merchandise Inc.

Chen, Shi-Shu

● Leadership experience in the Board of Directors

● Expertise on accounting

● Expertise on tax

● Expertise on corporate governance

He and his immediate family members are independent of the Company.

None.

Hsu, Sung-Tsai

● Leadership experience in the Board of Directors

● Expertise on accounting

● Expertise on financing

He and his immediate family members are independent of the Company.

None.

1  Professional Qualifications and Work Experience: The professional qualifications and work experience of individual directors and supervisors shall be described. If they are members of the Audit Committee and have accounting or financial expertise, their accounting or financial background and work experience shall be described, and whether they have not been subject to the provisions of Article 30 of the Company Act shall be specified as well.

2  The independent directors shall remain their independence status which include but is not limited to whether he or she, his or her spouse or relatives within the second degree of kinship are directors, supervisors or employees of the Company or its affiliates, the number and proportion of the Company’s shares held by him or her, his or her spouse or relatives within the second degree of kinship (or held by the person under others’ names), whether they serve as directors, supervisors or employees in a company that has a specific relationship with the Company (refer to the provisions of Article 3, Paragraph 1, Subparagraphs 5 to 8 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies), and the amount of remuneration received for the provision of business, legal, financial and accounting services to the Company or its affiliates in the last two years.

3  With regard to disclosure methods, please refer to the best practice examples on the website of the Corporate Governance Center of the Taiwan Stock Exchange.

 

 

Diversity in the Board of Directors

 

 

In order to enhance the corporate governance and promote the sound development of the Board of Directors in terms of its composition and structure and to achieve the ideal goals of corporate governance, the board of directors shall possess the following abilities:

1. Ability to make operational judgments.

2. Ability to perform accounting and financial analysis.

3. Ability to conduct management administration.

4. Ability to conduct crisis management.

5. Knowledge of the industry.

6. An international market perspective.

7. Ability to lead.

8. Ability to make policy decisions.

 

The board of directors of the Company consists of 9 directors, including 6 directors and 3 independent directors. Independent directors account for 33%. They have comprehensive industry experience, covering expertise and experience of chemistry, materials, machinery, engineering, accounting, economics, and finance, which are specifically related to the PCB industry. They have excellent competence on operational judgment, management, crisis handling, international market development and leadership. The company pays attention to gender equality in the composition of the board of directors. Currently, female directors account for 22%. The term of office of independent directors is 4-7 years. All independent directors have served no more than three consecutive terms.

 

The implementation of diversity among the members of the Board of Directors of the Company:

Name

Nationality

Gender

age

Accumulative years as an independent director

Abilities

61-70

71-80

81-90

1

2

3

4

5

6

7

8

Tseng-Liu, Yu-Chih

Director

R.O.C.

Female

  

v

    

v

v

v

v

v

v

v

v

Lin, Pi-Chi

Director

R.O.C.

Male

  

v

    

v

  

v

v

v

v

v

v

Huang, Wei-Jin

Director

R.O.C.

Male

  

v

    

v

v

v

v

v

v

v

v

Tung, Hsiao-Hung

Director

R.O.C.

Female

  

v

    

v

v

v

v

v

  

v

v

Lai, Hwei-Shan

Director

R.O.C.

Male

  

v

    

v

v

v

v

v

v

v

v

Tseng, Wen-Yu

Director

R.O.C.

Male

 

 v     

v

  

v

v

v

  

v

v

Chen, Hsiang-Sheng

Independent Director

R.O.C.

Male

  

v

  

4-7

v

  

v

v

v

v

v

v

Chen, Shi-Shu

Independent Director

R.O.C.

Male

    

v

4-7

v

v

v

v

    

v

v

Hsu, Sung-Tsai

Independent Director

R.O.C.

Male

v

    

4-7

v

v

v

v

 

 

v

v

 

Abilities Designation:

  1. Ability to make operational judgments.
  2. Ability to perform accounting and financial analysis.
  3. Ability to conduct management administration.
  4. Ability to conduct crisis management.
  5. Knowledge of the industry.
  6. An international market perspective.
  7. Ability to lead.
  8. Ability to make policy decisions.

Sustainability