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Board Performance Evaluation
Implementation and results of 2024 self-assessment for board performance review
In order to implement corporate governance, enhance the board functions and set the performance targets to strengthen the operational efficiency of the board, the "Self-Evaluation or Peer Evaluation of the Board of Directors" was established pursuant to the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and approved by the board of directors on December 18, 2020.
1. Evaluation frequency and period
The board shall conduct internal performance reviews annually in accordance with the evaluation procedures and indicators set out in the rules.
The performance evaluation of the board may be conducted by an external independent agency or a team of external experts and scholars when necessary.
The performance evaluation results shall be completed by the end of the first quarter of the following year.
2. Evaluation scope and method
Evaluation scope: the board as a whole, individual board members and functional committees.
Evaluation method: internal self-assessment of the board, self-assessment of board members, and internal self-assessment of the functional committees.
3. Evaluation process
The evaluation is conducted internally in the form of questionnaires, including the "self-assessment questionnaire for board performance", "self-assessment questionnaire for board member performance", and "self-assessment questionnaire for functional committee performance".
4. Self-assessment indicator and grade
(1) Self-assessment for board performance review
| Aspect | No. of Indicators | Weight | Score | Converted into Points |
|---|---|---|---|---|
| A. Level of participation in the Company's operation | 12 | 26.70% | 4.92 | 26.26 |
| B. Enhancement on the quality of board decisions | 12 | 26.70% | 5.00 | 26.70 |
| C. Board composition and structure | 7 | 15.60% | 5.00 | 15.60 |
| D. Election and continuing education of directors | 7 | 15.60% | 5.00 | 15.60 |
| E. Internal control | 7 | 15.60% | 5.00 | 15.60 |
| Evaluation result | 45 | 100.00% | 4.99 | 99.76 |
Evaluation result: The evaluation covered 45 indicators in five aspects. The overall score was 4.99/5, or 99.76/100 when converted into points, indicating an excellent operation and receiving positive reviews.
(2) Self-assessment for board member performance review
| Aspect | No. of Indicators | Weight | Score | Converted into Points |
|---|---|---|---|---|
| A. Understanding of the Company's goals and missions | 3 | 13.64% | 4.52 | 12.34 |
| B. Understanding of director's duties | 3 | 13.64% | 4.62 | 12.60 |
| C. Level of participation in the Company's operation | 7 | 31.82% | 4.55 | 28.96 |
| D. Internal relationship management and communication | 3 | 13.64% | 4.62 | 12.60 |
| E. Professionalism and continuing education of directors | 3 | 13.64% | 4.62 | 12.60 |
| F. Internal control | 3 | 13.64% | 4.71 | 12.85 |
| Evaluation result | 22 | 100.00% | 4.60 | 91.95 |
Evaluation result: The evaluation covered 22 indicators in six aspects. The overall score was 4.60/5, or 91.95/100 when converted into points, indicating an excellent operation and receiving positive reviews.
(3) Self-assessment for Audit Committee performance review
| Aspect | No. of Indicators | Weight | Score | Converted into Points |
|---|---|---|---|---|
| A. Level of participation in the Company's operation | 4 | 18.18% | 5.00 | 18.18 |
| B. Understanding of the functional committee's duties | 5 | 22.72% | 5.00 | 22.72 |
| C. Enhancement on the quality of functional committee's decisions | 7 | 31.82% | 5.00 | 31.82 |
| D. Composition of the functional committee and election of members | 3 | 13.64% | 5.00 | 13.64 |
| E. Internal control | 3 | 13.64% | 5.00 | 13.64 |
| Evaluation result | 22 | 100.00% | 5.00 | 100.00 |
Evaluation result: The evaluation covered 22 indicators in five aspects. The overall score was 5/5, or 100/100 when converted into points, indicating an excellent operation and receiving positive reviews.
(4) Self-assessment for Remuneration Committee performance review
| Aspect | No. of Indicators | Weight | Score | Converted into Points |
|---|---|---|---|---|
| A. Level of participation in the Company's operation | 4 | 21.05% | 5.00 | 21.05 |
| B. Understanding of the functional committee's duties | 5 | 26.32% | 5.00 | 26.32 |
| C. Enhancement on the quality of functional committee's decisions | 7 | 36.84% | 5.00 | 36.84 |
| D. Composition of the functional committee and election of members | 3 | 15.79% | 5.00 | 15.79 |
| Evaluation result | 19 | 100.00% | 5.00 | 100.00 |
Evaluation result: The evaluation covered 19 indicators in five aspects. The overall score was 5/5, or 100/100 when converted into points, indicating an excellent operation and receiving positive reviews.
(5) Self-assessment for Sustainable Development Committee performance review
| Aspect | No. of Indicators | Weight | Score | Converted into Points |
|---|---|---|---|---|
| A. Level of participation in the Company's operation | 4 | 23.53% | 5.00 | 23.53 |
| B. Understanding of the functional committee's duties | 3 | 17.65% | 5.00 | 17.65 |
| C. Enhancement on the quality of functional committee's decisions | 7 | 41.18% | 5.00 | 41.18 |
| D. Composition of the functional committee and election of members | 3 | 17.65% | 5.00 | 17.65 |
| Evaluation result | 17 | 100.00% | 5.00 | 100.00 |
Evaluation result: The evaluation covered 17 indicators in five aspects. The overall score was 5/5, or 100/100 when converted into points, indicating an excellent operation and receiving positive reviews.
(6) Conclusion
5. Improvement plan
Results of the 2024 board performance evaluation were reported to the board of directors on February 20, 2025. Improvement plans for areas with low self-assessment scores are set out below:
| Item | Indicator with Low Self-assessment Score | Improvement Measure |
|---|---|---|
| 1 | No | None |