Members of the board

Term of the current Board (7th): June 19, 2025 to June 18, 2028

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Policy of diversification of board members

The person appointed as director should consider and discuss the overall configuration of the Board of Director. The members of the Board should consider the importance of diversification, thus formulate appropriate operational and development-related policies which are to be diversified. These policies include but are not limited to the following two criteria:

1. Basic conditions and values: gender, age, nationality and culture.

2. Professional know-how and skills: professional background (such as legal, accounting, industry, finance, marketing or technology), professional skills and industry experience.

The members of the board should generally have the knowledge, skills and literacy necessary to carry out their duties. The overall abilities of the members should be as follows:

1. Operational judgment.

2. Accounting and financial analysis ability

3. Management ability

4. Crisis handling ability

5. Knowledge of the industry

6. International market concept.

7. Leadership ability.

8. Decision-making ability.

There should be more than half of the seats between the directors and there should be no kinship relatedness.

The Board of Directors of the Company shall consider the composition of the Board of Directors in accordance with the results of the performance evaluation.

Members of the Board of Directors have business, production, finance and other professional backgrounds to meet the relevant provisions.

The Company’s 7th Board of Directors (term of office: June 19, 2025 – June 18, 2028) consists of seven directors, including four independent directors, representing 57% of the Board. The directors possess professional knowledge and experience in diverse fields, including corporate operations and management, law, finance and accounting, business administration, and strategic development, thereby demonstrating the implementation of board diversity. Three of the directors are female, accounting for 43% of the Board.

Board Diversity

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Succession Planning and Implementation for Board Members and Key Management:

I. Succession Planning and Implementation for Board Members

1. The Company’s Articles of Incorporation stipulate that the election of directors adopts a candidate nomination system. In addition, the Corporate Governance Best Practice Principles and the Rules for Election of Directors specify that board composition shall take diversity into consideration. Diversity policies are formulated based on the Company’s operations, business model, and development needs, covering, but not limited to, two major aspects: basic qualifications and values, as well as professional knowledge and skills.
2. In accordance with the Company’s Board Performance Evaluation Regulations, the performance of directors is assessed based on evaluation criteria including control of corporate goals and missions, role recognition, participation in operations, internal relationship management and communication, professional competence and continuing education, and internal control. The evaluation results serve as a reference for future director nominations.
3. The structure of the Board is determined in consideration of the Company’s scale of operations and development, as well as the shareholding structure of major shareholders, and in response to practical operational needs. The current Board comprises seven directors (including four independent directors) with diverse and complementary industry experience and professional expertise in law, finance, accounting, and business management. The future composition and background of Board members will continue to follow the existing structure.

With regard to succession planning for the Board, senior executives are invited to attend Board meetings and deliver reports to familiarize them with Board operations and the Group’s business development. By referencing both internal and external talent pools, and taking into account diversity, gender equality, shareholding structure, and the knowledge, skills, and attributes required to perform the duties of a director, suitable candidates are selected to form the Board.

II. Succession Planning and Implementation for Key Management

The Company’s founder and Group General Manager adheres to the philosophy of cultivating management talent through the “Microwave Theory – inheritance through the interaction of learning from the worthy” (as detailed in CommonWealth Magazine’s interview compilation, Finding a CEO Successor – Mastering the Keys to Becoming a Corporate Successor, P218~P.222). This philosophy emphasizes continuous learning to transform traditional industries through distinctive approaches. The specific actions are as follows:

1. In 2022, the Company introduced a Group-wide talent development system and simultaneously launched a succession talent program. Department-level and above managers are the primary training targets. Course topics include strategic thinking, change management, high-performance leadership, and performance management.
2. In 2024, based on individual development capabilities, individual development plans were promoted. Three managers were nominated to participate in the “NT$10 Billion CEO Program” at the Business Weekly CEO Academy to strengthen their existing core competencies and enhance their readiness as successors.
3. A quarterly “President’s Lecture” is conducted personally by the Group General Manager for managers at the section level and above to pass on the key principles of business management. Starting from 2025, designated reading materials have been introduced and a “Management Book Club” for managers at the section level and above has been established. The Group General Manager, plant general managers, deputy general managers, and the Chief Financial Officer serve as facilitators for guided reading and experience sharing to enhance systems thinking, strategic planning, and execution.
4. Digital learning: Using the talent development system as the platform, in 2023 the Company adopted the Harvard Business Review online learning program, selecting 30 modules across seven major themes for online learning by supervisors at the section level and above. In 2024, the EMBA Magazine “We School” program was launched, covering four major themes: “Choice and Change,” “Communication and Execution,” “Strategy and Innovation,” and “Leadership and Accountability.” Online courses are conducted monthly, followed by group reports. In addition, a quarterly in-person reading session is held to review the concepts and practices learned from the previous three months of online courses. Through experience sharing, interactive learning activities, discussions, and presentations, participants learn leadership experience, change management, and execution enhancement. This approach aims to cultivate a succession talent pipeline, shorten the succession timeline, and move toward the goals of “leveraging collective strength, learning from the worthy, advancing together, and achieving co-prosperity.”