Audit Committee

Operations of the Audit Committee

For the most recent year, the audit committee has held 6 meetings (A) And the attendance of independent directors as follows:

Title	Name	Attendance in Person	Attendance by Proxy	Ratio of Attendance [B/A]	Remarks
Independent Director	Chen, Hsiang-Sheng	6	0	100
Independent Director	Chen, Shi-Shu	6	0	100
Independent Director	Hsu, Sung-Tsai	6	0	100

The main tasks of the Audit Committee of the Company include the following matters:

1. Audit of financial statements and formulation of accounting policies and procedures.

2. Internal control system and related policies and procedures.

3. A transaction involving material asset or derivatives trading.

4. A material monetary loan, endorsement, or provision of guarantee.

5. Financial derivatives trading and cash investment.

6. Regulatory compliance.

7. Issues concerning whether the managers and directors have related person transactions and possible conflicts of interest.

8. Information security.

9. Corporate risk management.

10. Assessment on qualification, independence and performance of certified public accountants.

11. Appointment, dismissal or remuneration of certified public accountants

12. Appointment and dismissal of CFO, accounting officer and internal auditing officer.

13. Fulfillment of duties of the audit committee

14. Self-assessment questionnaire on the audit committee performance

The Board of Directors has prepared the Company’s 2022 Business Report, Financial Statement, and proposal for allocation of profits. The CPA firm of KPMG was retained to audit the Company’s Financial Statements. KPMG has completed audit procedures and issued Audit Opinion. The Business Report, Financial Statements, and profit allocation proposal have been reviewed and determined to be correct and accurate by the Audit Committee of the Company.

The important resolutions of the audit committee are as follows:

Date	Meeting	Proposal	Resolution and Execution
Jan. 12, 2022	First Meeting in 2022	1. Appointment and Independence Assessment of the Company's CPAs for 2022.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Jan. 12, 2022	First Meeting in 2022	2. Amendments of Internal Control and of Internal Regulation in the Company and its Subsidiary “Chin-Poon (Changshu) Electronics Co., Ltd.”.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Mar. 14, 2022	Second Meeting in 2022	1. Business Report and Financial Statements for 2021.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		2. Proposal for Distribution of 2021 Profits and Retained Earnings.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		3. Statement on Effectiveness of the Design and Implementation of the Internal Control System in 2021.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		4. Amendment of the Operational Procedures for Acquisition and Disposal of Assets.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
May 11, 2022	Third Meeting in 2022	1. Consolidated financial statements for the first quarter of 2022.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		2. Loan Renewal of US$ 5 Million for Chin-Poon (Changshu) Electronics Co., Ltd. by Chin-Poon Holdings Cayman Limited.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		3. Shareholder Loan Application of US$ 8 Million to the Company by Draco PCB Public Company Limited.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		4. The Company’s Guarantee for the short-term credit line of US$ 16 million by ANZ for Draco PCB Public Company Limited.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		5. Amendments of Internal Control and of Internal Regulation.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Jul. 8, 2022	Fourth Meeting in 2022	1. Establishment of the " Operational Procedures for Endorsements and Guarantees" in the Company‘s subsidiary “Chin-Poon (Changshu) Electronics Co., Ltd.”.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		2. Agreement on the Company‘s subsidiary “Chin-Poon (Changshu) Electronics Co., Ltd.” providing after-sale guarantee by its Account Receivable of RMB 20 million for the Company.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		3. Loan Renewal of US$ 7 Million for Chin-Poon (Changshu) Electronics Co., Ltd. by Chin-Poon Holdings Cayman Limited.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		4. The Company’s Guarantee for the one-year short-term credit line of US$ 20 million for its subsidiary “Draco PCB Public Company Limited.” to finance Draco’s business in import and export.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Aug. 10, 2022	Fifth Meeting in 2022	1. Consolidated financial statements for the second quarter of 2022.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Aug. 10, 2022	Fifth Meeting in 2022	2. Loan Renewal of US$ 8 Million for Chin-Poon (Changshu) Electronics Co., Ltd. by Chin-Poon Holdings Cayman Limited.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Nov. 9, 2022	Sixth Meeting in 2022	1. Consolidated financial statements for the third quarter of 2022.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		2. Loan Renewal of US$ 10 Million for Chin-Poon (Changshu) Electronics Co., Ltd. by Chin-Poon Holdings Cayman Limited.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		3. Establishment of the “Procedures for Disclosure of Material Information”.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		4. Establishment of the “Operational Procedures for Preparation and Certification of the Sustainability Report”.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		5. Amendments of the “Operational Procedures on Transactions between the Company, its Affiliated Enterprise, Specified Companies and Related Parties”.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		6. Amendments of the “Measures for Sexual Harassment Prevention and Related Disciplinary and Appeal System".	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		7. Ratification of Amendments in 2022 of Regulations and Procedures on Operations for the Company.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		8. Ratification of Amendments in 2022 of Regulations and Procedures on Operations for the Company‘s subsidiary “Chin-Poon (Changshu) Electronics Co., Ltd.”.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		9. Approval of the 2023 Annual Audit Plan.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Jan. 9, 2023	First Meeting in 2023	1. KPMG's plan to change a CPA for auditing the Company's financial statements as of January 9, 2023. Appointment and Independence Assessment of the Company's CPAs for 2023.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Jan. 9, 2023	First Meeting in 2023	2. Establishment of the “Operational Procedures for Prevention and Protection of Child Worker and Worker Less Than Eighteen Years Old”.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Mar. 13, 2023	Third Meeting in 2023	1. Business Report and Financial Statements for 2022.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		2. Proposal for Distribution of 2022 Profits and Retained Earnings.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		3. Statement on Effectiveness of the Design and Implementation of the Internal Control System in 2022.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
		4. Amendments of Internal Control and of Internal Regulation.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.
Mar. 13, 2023	Third Meeting in 2023	5. Release of the obligation borne by the Company‘s subsidiary “Chin-Poon (Changshu) Electronics Co., Ltd.” providing after-sale guarantee by its Account Receivable of RMB 20 million for the Company.	Approved with no objection from all members of the audit committee and submitted to the board of directors for resolution.

Audit Committee

Sustainability