The Audit Committee of our company is composed of all independent directors and convenes meetings at least once per quarter, with the flexibility to hold additional meetings as required.
The responsibilities of the Audit Committee are as follows:
1.Establishing or amending internal control systems in accordance with Article 14-1 of the Securities and Exchange Act.
2.Assessing the effectiveness of internal control systems.
3.Establishing or amending procedures for significant financial transactions, including asset acquisition or disposal, derivative transactions, lending funds to others, endorsing or guaranteeing for others, as stipulated in Article 36-1 of the Securities and Exchange Act.
4.Addressing matters involving conflicts of interest concerning directors themselves.
5.Reviewing significant asset or derivative transactions.
6.Reviewing significant lending of funds, endorsements, or guarantees.
7.Reviewing fundraising, issuance, or private placement of equity-like securities.
8.Appointment, removal, or compensation of certifying accountants.
9.Appointment or dismissal of financial, accounting, or internal audit executives.
10.Reviewing the annual financial reports signed or sealed by the Chairman, executives, and accounting executives, as well as the second-quarter financial reports that require certification by accountants.
11.Addressing other significant matters as required by the company or regulatory authorities.
The members of the Remuneration Committee of our company are appointed by the Board of Directors, and it is expected to be composed of all three independent directors. The committee is required to convene at least twice a year and shall exercise due care of a good administrator, faithfully performing the following duties and submitting recommendations to the Board of Directors for discussion:
1.Regularly review this charter and propose amendments as necessary.
2.Establish and periodically review policies, systems, standards, and structures for the annual and long-term performance goals and remuneration of directors, supervisors, and executives.
3.Regularly evaluate the achievement of performance goals by directors, supervisors, and executives of the company, and based on the assessment results obtained according to performance evaluation criteria, determine the content and amount of their individual remuneration.