Audit Committee

To strengthen corporate governance and enhance the supervisory function of the Board of Directors, and to assist the Board in decision-making through the professional expertise and independence of the Audit Committee members, the Company established the Audit Committee on June 17, 2022. 

The Audit Committee is composed entirely of independent directors and shall consist of no fewer than three members, one of whom serves as the convener. At least one member shall possess accounting or financial expertise. The term of office for the independent directors serving on the Audit Committee is three years, and they may be re-elected for consecutive terms. In accordance with regulations, the Audit Committee shall convene at least once per quarter and maintain sufficient communication with the Company’s internal audit unit and the external auditors.

Key Annual Work Items of the Audit Committee

1. Formulation or amendment of the internal control system in accordance with Article 14-1 of the Securities and Exchange Act.
2. Assessment of the effectiveness of the internal control system.
3. Formulation or amendment of procedures for material financial operations, including acquisition or disposal of assets, derivatives trading, lending of funds to others, and endorsements or guarantees for others, in accordance with Article 36-1 of the Securities and Exchange Act.
4. Matters involving conflicts of interest of directors.
5. Material asset transactions or derivatives transactions.
6. Material lending of funds, endorsements, or provision of guarantees.
7. Public offering, issuance, or private placement of equity-type securities.
8. Appointment, dismissal, or remuneration of the external auditors.
9. Appointment or dismissal of heads of finance, accounting, or internal audit.
10. Annual financial reports and semi-annual financial reports.
11. Other material matters as required by the Company or the competent authorities.

Operation of the Audit Committee

1. The Company’s Audit Committee consists of three members.
2. Term of the current committee members: from May 29, 2025 to May 28, 2028. A total of five meetings were convened in 2025 (A). Attendance records are as follows:

Communication Policy between Independent Directors, the Head of Internal Audit, and External Auditors

1. The Head of Internal Audit submits audit reports to each Independent Director in the month following the completion of audit items. After review, the Independent Directors raised no objections.
2. The Head of Internal Audit attends at least one Audit Committee meeting per quarter to report audit activities to the Independent Directors and to communicate audit findings as well as the implementation status of follow-up actions.
3. The Independent Directors and the external auditors hold at least one regular meeting each year. The external auditors report to the Independent Directors on the Company’s financial condition, the financial status and overall operations of domestic and overseas subsidiaries, and the results of internal control reviews. They also communicate in detail on whether there are any material adjusting journal entries or whether regulatory amendments have any impact on accounting treatments. Meetings may be convened at any time if material irregularities arise.

Communication Between Independent Directors, the Head of Internal Audit, and the CPA