Audit Committee

Audit Committee

• The Company established the Audit Committee on May 16, 2008. The Committee is composed entirely of independent directors and follows the “Regulations Governing the Exercise of Powers by Audit Committees of Public Companies” to adopt the “Audit Committee Charter” for compliance.
• To enhance corporate governance and strengthen risk management, on August 8, 2023, the Board of Directors approved the delegation of risk management supervision to the Audit Committee.

Authority of the Audit Committee

• Adoption or amendment of the internal control system in accordance with Article 14-1 of the Securities and Exchange Act.
• Evaluation of the effectiveness of the internal control system.
• Adoption or amendment of handling procedures for material financial and business activities, such as acquisition or disposal of assets, derivative transactions, loans to others, or endorsements and guarantees, in accordance with Article 36-1 of the Securities and Exchange Act.
• Matters involving conflicts of interest with directors.
• Significant asset or derivative transactions.
• Significant lending of funds, endorsements, or provision of guarantees.
• The offering, issuance, or private placement of equity-type securities.
• Appointment, dismissal, or remuneration of the attesting CPA.
• Appointment or dismissal of financial, accounting, or internal audit officers.
• Annual financial reports signed by the Chairperson, President, and Chief Accounting Officer, and financial statements subject to CPA audit.
• Business reports and proposals for earnings distribution or deficit compensation.
• Other significant matters stipulated by the Company or regulatory authorities.

Members of the Audit Committee

The Audit Committee is composed entirely of independent directors, with no fewer than three members. One member serves as the convener, and at least one member must possess accounting or financial expertise. For members’ professional qualifications and independence, please refer to the section “Professional Qualifications and Independence of Directors”

Key Points of Annual Work and Operation

The Committee convenes at least once every quarter and may hold meetings at any time as necessary.

Annual Work Priorities

• Communicate audit report results with the Chief Internal Auditor on a regular basis in accordance with the annual audit plan.
• Regularly communicate with the Company's CPAs regarding the review or audit results of financial statements.
• Review of financial statements.
• Evaluation of the effectiveness of the internal control system.
• Assessment of appointment, dismissal, compensation, independence, and competency of CPAs.
• Review of material asset transactions, derivative transactions, loaning of funds, endorsements, or guarantee transactions.
• Material matters stipulated by the competent authorities.
• Operational Status and Key Resolutions.