Board Diversity and Independence

Board Diversity and Independence

Board Diversity and Independence

Diversity of the Board of Directors

  • The Board of Directors of the Company directs company strategies, supervise the management, and be responsible to the Company and the Shareholders' Meeting. The various procedures and arrangements of its corporate governance system ensure that, in exercising its authority, the Board of Directors complies with laws, regulations, the Company's Articles of Incorporation or the resolutions of its Shareholders' Meeting.
  • The structure of the Company's Board of Directors shall be determined by choosing an appropriate number of Board members, not less than five, in consideration of its business scale, the shareholdings of its major shareholders, and practical operational needs.
  • The members of the Board of Directors shall be determined by taking diversity into consideration. It is advisable that directors concurrently serving as the managerial officers of the Company not exceed one-third of the total number of the Board members, and that an appropriate policy on diversity based on the Company's business operations, operating dynamics, and development needs be formulated and include, without being limited to, the following two general standards:
    1. Basic requirements and values: Gender, age, nationality, and culture.
    2. Professional knowledge and skills: A professional background, professional skills, and industry experience.

  • All members of the Board shall have the knowledge, skills, and experience necessary to perform their duties. To achieve the ideal goal of corporate governance, the Board of Directors shall possess the following abilities:

    Ability to make operational judgments
    Ability to perform accounting and financial analysis
    Ability to conduct management administration
    Ability to conduct crisis management
    Industrial Knowledge
    An international market perspective
    Ability to lead
    Ability to make policy decisions

Implementation Status of Diversity

Not only are the members of the Board of Directors of diversity and complementary capabilities across industries but also they have industry experience and related skills, such as business management, financial accounting, marketing, technology and technical research.The current situation and management objectives of individual directors implementing the diversity policy of the Board of Directors are as follows:

TitleChairmanDirectorIndependent Director
HUANG, YU-KUOWEN, CHI-JAINKU, HSIU-HUAWU, YANG-ENCHENG, WEI-SHUNHSIUNG, HUIWU, AN-YEUTSENG, MEI-YU
GenderMaleMaleFemaleMaleMaleMaleMaleFemale
Age61-7051-6061-7061-7061-7071-8061-7061-70
NationalityR.O.C.
A Concurrent Employee of the Company✓✓------
Having Served More Than 3 Terms as Independent Director--------
Professional background
IndustrySemiconductor✓✓--✓---
Optoelectronics-✓✓✓✓✓--
Computer and Peripheral Equipment✓--✓✓---
Software Services Industry---- ✓--
Communication network✓---✓---
ExpertiseTechnology✓✓✓✓✓✓✓-
Finance and Accounting----✓--✓
Marketing✓✓---✓--
Sustainable Development Management✓✓✓✓✓✓--
Professional knowledge and skills
Ability to conduct management administration and operational judgments✓✓✓✓✓✓✓✓
Ability to perform accounting and financial analysis✓✓--✓✓-✓
Ability to conduct crisis management✓✓✓✓✓✓✓✓
Industrial Knowledge✓✓✓✓✓✓✓✓
An international market perspective✓✓✓✓✓✓✓✓
Abilities in Leadership and Decision-Making✓✓✓✓✓✓✓✓
Note: Although Mr. Hong-Po Hsieh has served as an Independent Director of the Company for three consecutive terms, his extensive practical experience in management and expertise in corporate governance have contributed substantially to the Company’s development. The Company plans to conduct a full re-election of directors in May 2026. Following such re-election, the composition of the Independent Directors will comply with the requirement that no Independent Director serves more than three consecutive terms.

Professional qualifications and independence analysis of directors

Name(Note1)Professional Qualification and ExperienceIndependence AnalysisNumber of Companies Concurrently Serve as An Independent Director
Chairman
HUANG, YU-KUO
 
  1. Holds an Executive Master of Business Administration (EMBA) degree from National Taiwan University.
  2. As the President of Qisda Technology, he has accumulated complete industry experience and rich network, and is good at identifying industry development trends and seeing changes in the market clearly.
  3. Since 2014, he has served as the Company's Chairman and Chief Executive Officer. As a member of the Board and in his capacity as management, he communicates and discusses the Company's business strategies with all directors and provides management recommendations. He possesses expertise in business management, marketing, and industrial technology.
  4. Industry Experience: Semiconductor industry, computer and peripheral equipment industry, and telecommunications and networking industry.
  1. Mr. HUANG, YU-KUO serves as the Company's Chief Executive Officer and is a director with managerial responsibilities. Mr. WEN, CHI-JAIN serves as the Company's President and is also a director with managerial responsibilities.
  2. After verification in accordance with the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies promulgated by the Financial Supervisory Commission, all applicable independence requirements continue to be satisfied.
0
Director
WEN, CHI-JAIN
 
  1. Holds a Ph.D. in Optics from National Central University.
  2. He has served at Raydium Semiconductor Corporation for more than ten years, previously as Vice President, and has served as President since February 2026. Having devoted his career to the display driver IC and semiconductor industries, he possesses extensive technical expertise as well as substantial experience in product sales and management, with a thorough understanding of industry operations and market trends.
  3. Industry Experience: Semiconductor and optoelectronics industries.
0
Director
Konly Venture Corp.
Representative: KU, HSIU-HUA
  1. Holds a Master's degree in Human Resource Management from National Central University.
  2. She has served at AUO Corporation for more than 20 years, previously as Vice President of the Human Resources Center, and currently serves as Senior Vice President and Chief Sustainability Officer. She is responsible for overseeing the Company's sustainability strategy, stakeholder engagement and communication, as well as the establishment and promotion of a corporate sustainability culture. She was recognized as one of the 2020 Asia's Top Sustainability Superwomen.
  3. Industry Experience: Optoelectronics industry.
  1. Both representatives of the institutional director currently serve in managerial positions at AUO Corporation.
  2. Konly Venture Corp. is the largest shareholder of the Company, holding more than 5% of the issued shares of the Company. Konly Venture Corp. is a company which is 100% invested by AUO Corporation.
0
Director
Konly Venture Corp.
Representative: WU, YANG-EN
  1. Holds a Ph.D. in Photonics from National Chiao Tung University.
  2. He has served at AUO Corporation for more than ten years and currently serves as Vice President of Research and Development. He has accumulated extensive industry experience.
  3. Industry Experience: Optoelectronics industry.
0
Independent Director
CHENG, WEI-SHUN
  1. Holds a Master's degree in Accounting from Northern Illinois University, USA, and is a Certified Public Accountant in Taiwan.
  2. He has worked at AUO Corporation for over 20 years, during which time he served as AUO's Chief Financial Officer, and has complete industry experience. Mr. Cheng is now the Independent Director of Chenbro Micom Co., Ltd., Daxin Materials Corp., and Unictron Technologies Corp., all of which are listed companies.
  3. Industry Experience: Optoelectronics, semiconductor, telecommunications and networking, and computer and peripheral equipment industries.
  1. Directors shall be elected through the candidate nomination system in accordance with the provisions of the Articles of Incorporation and the Corporate Governance Principles. During the nomination and selection process of Board members, the Company has obtained written statements, employment history, and proof of current employment from each director, as well as the relative relationship forms, for the purpose verifying and confirming the independence of the directors, their spouses and their relatives within their second degree of kinship with respect to the Company.
  2. The items have been verified in accordance with the independence requirements set forth in the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies promulgated by the Financial Supervisory Commission as well as the qualifications stipulated in Article 14-2 of Securities and Exchange Act two years before being elected and during their tenures. The independent directors have also been given the authority to participate in the decision-making process and express opinions in accordance with Article 14-3 of the Securities and Exchange Act, so that they can perform their duties and responsibilities independently.
2
Independent Director
HSIUNG, HUI
  1. The highest degree is the Master of Business Administration, National Chengchi University
  2. He previously served as Executive Vice President of AUO Corporation and President and Chief Executive Officer of Qisda Corporation. He currently serves as Chairman and Chief Executive Officer of 8iSoft Co., Ltd. With more than 30 years of experience in the semiconductor, display panel, and artificial intelligence industries, he possesses extensive expertise in global operations and technology transformation.
  3. Industry Experience: Optoelectronics, semiconductor, telecommunications and networking, and computer and peripheral equipment industries.
0
Independent Director
WU, AN-YEU
  1. Holds a Ph.D. in Electrical Engineering from the University of Maryland.
  2. He previously served as Director of the Graduate Institute of Electronics Engineering at National Taiwan University and Deputy Director of the System-on-Chip Technology Center of the Industrial Technology Research Institute (ITRI). He currently serves as Distinguished Professor in the Department of Electrical Engineering at National Taiwan University and as President of the IEEE Circuits and Systems Society (IEEE CASS). With more than 30 years of experience in the semiconductor field, he possesses not only forward-looking technological expertise but also extensive practical experience and professional competence in business management, financial oversight, leadership, and decision-making.
0
Independent Director
TSENG, MEI-YU
  1. Graduated from the Department of Accounting, Chung Yuan Christian University, and is a Certified Public Accountant in Taiwan.
  2. She previously served as Managing Partner of the Central Taiwan Office of KPMG Taiwan. With more than 30 years of experience in accounting, auditing, tax planning, and corporate governance, she possesses extensive expertise in financial risk management and leadership, supported by substantial practical experience. She currently serves as an independent director of Tongtai Machine & Tool Co., Ltd. and Taiwan Biomedical Co., Ltd.
2
Note 1: Upon investigation, no directors of the Company were under any of the categories stated in Article 30 of the Company Act. 

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