Performance Evaluation of Board of Directors
To strengthen corporate governance and clearly define performance objectives in order to enhance the functionality and operational efficiency of the Board of Directors, the Company’s Board approved the revision of the "Procedures for Performance Evaluation of the Board of Directors" on January 25, 2024. The main revisions include defining the scope of the Board performance evaluation and updating the performance measurement items for individual directors’ self-assessments.
Since 2017, at the end of each fiscal year, the shareholder affairs unit distributes self-assessment questionnaires, records the evaluation results, and submits a report to the Board for review and improvement. Additionally, every three years, an external professional independent organization or a team of external experts and scholars conducts a comprehensive evaluation of the Board’s performance and prepares an external assessment analysis report.
Board of Directors’ Performance Evaluation Implementation Status
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Evaluation Cycle |
Evaluation Period |
Evaluation Scope |
Evaluation Method |
Content of Evaluation |
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Annual |
20250101~ 20251231 |
Board of Directors |
Internal self-evaluation of the board of directors "Self-evaluation Questionnaire for Board Performance" |
A total of 50 evaluation indicators are included in the five aspects of participation in the Company's operations, enhancement of the quality of board decision-making, composition and structure of the board of directors, election and continuing knowledge development of directors, and internal control. |
|
Annual |
20250101~ 20251231 |
Individual director |
Internal self-evaluation of director member "Self-evaluation Questionnaire for Director Member Performance" |
A total of 28 evaluation indicators are included in the five aspects of understanding of the Company’s objectives, tasks, and responsibilities, participation in the Company's operations, internal relationship management and communication, director’s professionalism and continuing knowledge development, and internal control. |
|
Every three years by an external profession-nal independ-ent institution |
20240801~ 20250731 |
Operation of the Board of Directors and Its Functional Committee
|
Engaged the external professional organization, Taiwan Corporate Governance Association, to conduct the Board performance evaluation. |
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Ø The evaluation items of the board of directors and the functional committees in 2025 are all in effective operation, and the evaluation results has been report to the board meeting on March 12, 2026. The external professional independent agency TCGA was entrusted to implemented the external performance evaluation, and the recommendation report have been submitted to the board meeting on Nov. 10, 2025 reporting as a basis for improvement.The annual Board Performance Evaluation Results are provided to the Compensation Committee as a reference for individual directors’ remuneration and re-nomination decisions.
Strengthen the Functions of the Board of Directors
(1)Strengthening the Functions of the Board of Directors
a. To fully leverage the synergies of the functional committees, the Company, based on its operational development needs and the division of responsibilities among the independent directors, plans to consider a diverse composition of professional expertise and experience for the independent directors of the next term. Following the re-election, the Company intends to appoint conveners with the professional expertise required for the functions of each functional committee to lead the respective committees.
b. To proactively enhance the Board of Directors’ diverse oversight functions, starting from 2026, the Company plans to regularly report to the Board on the policies and systems for the development of senior executives, as well as the implementation of succession talent development programs, thereby strengthening the Board’s oversight of senior executive development and succession planning.
c. The Company has clearly established term-specific objectives for the Board of Directors and each functional committee. The succession planning for senior executives, the implementation of AI ERP and AI Audit, and the adoption of the IFRS S1/S2 Sustainability Disclosure Standards have been designated as the Board’s key directions or objectives for 2026. Each functional committee will, within the scope of its respective responsibilities, formulate relevant implementation and oversight measures.
(2)To promote gender equality among Board members, increase women’s participation in decision-making, and strengthen the composition of the Board, two female directors were newly elected at the Board re-election held on March 12, 2026.
(3)To enhance information transparency, since 2024, the Company has voluntarily disclosed the individual remuneration of directors in its annual reports and reported at the annual general meeting on its remuneration policy, individual remuneration details and amounts, and the correlation between remuneration and performance evaluation results.
External Performance Evaluation Report
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Year |