Board Succession Planning

 
 

Succession Planning and Operations of Board Members:

Board Diversity Policy and Succession Plan

01

The Company's "Articles of Incorporation" specify that the election of directors shall fully adopt a candidate nomination system. The "Corporate Governance Best Practice Principles" and "Procedures for Election of Directors" stipulate that the composition of the Board of Directors should consider diversity. A diversity policy is formulated based on the Company’s operations, business type, and development needs, including standards across two major dimensions: basic conditions and values, and professional knowledge and skills.

02

The structure of the Company's Board of Directors shall be determined based on the scale of business development and the shareholdings of major shareholders, taking practical operational needs into account.

03

The Company conducts an ongoing Board Succession Plan and maintains a director candidate database based on the following standards:

(1)Integrity, responsibility, innovation, and decision-making capability that align with the Company's core values, along with professional knowledge and skills beneficial to corporate management.
(2)Industrial experience related to the Company's business.
(3)Expectation that the member's joining will continuously provide an effective, collaborative, diverse Board that meets the Company's needs.
(4)The overall expertise of the Board should encompass corporate strategy and management, accounting and taxation, finance, and law.
(5)The selection process for the director candidate list must comply with qualification reviews and relevant regulations to ensure that suitable new director candidates can be effectively identified and selected when vacancies occur or seat increases are planned.
04

The Company has also established the "Rules for Performance Evaluation of the Board of Directors." Measurement items include control over company goals and missions, recognition of responsibilities, participation in operations, management of internal relationships and communication, professional competence and continuing education, internal control, and expression of specific opinions. These are used to confirm the effective operation of the Board and evaluate individual director performance as a reference for future director selection.

 

Succession Planning and Operations of Key Management

01

Employees at the Senior Assistant Vice President level and above are considered key management, responsible for business management operations within the organization, with designated deputies for each management level. In addition to possessing the necessary professional skills and background, their values and management philosophy must align with the Company's core business principles: "Ownership mindset and regarding the next process as the customer."

02

To cultivate key management and their deputies, the training mechanism includes professional skills and corporate governance courses, as well as opportunities to attend Board meetings, regular internal management meetings, and monthly executive meetings. This is supplemented by on-the-job training through project management tasks. Furthermore, through job rotation and one-on-one mentorship, successors enhance their management capabilities and strategic thinking, systematically strengthening the future management team.

03

The Company conducts annual employee performance appraisals. Through daily observation and performance evaluation, the Company identifies areas for improvement, individual development needs, and corporate expectations. The results serve as a reference for future succession planning.