According to the “Rules for Performance Evaluation of Board of Directors” adopted by the Board of Directors on April 24, 2023, the performance of the overall operation of the Board of Directors, functional committees, and individual members of the Board of Directors shall be evaluated internally every year, and externally every three years by an external professional independent institution or a team of external experts and scholars. The annual performance evaluation results shall be completed by the end of the year and submitted to the Board of Directors by the end of the first quarter of the next year.

 

The Company appointed the Taiwan Corporate Governance Association to conduct a performance evaluation of the Board of Directors in 2024. The Association is independent and has no business relationship with the Company. The results of the 2024 performance evaluation were reported to the Compensation Committee and the Board of Directors in March 2025. The evaluation results of the Board will serve as a reference for the selection or nomination of directors, while the evaluation results of individual directors will be used as a reference for determining their respective compensation.

 

The results of the 2024 performance evaluation

Evaluation Cycle	Evaluation Period	The Scope of Evaluation	Evaluation Method	Evaluation Details
Internal evaluation:  conducted annually	2023/12/1-2024/11/30	Board of Directors	Internal self-assessment	1. Degree of participation in company operations. 2. Improvement in the quality of board decision-making. 3. Composition and structure of the board of directors. 4. Election and continuing education of directors. 5. Internal control.
		Individual Directors		1. Mastery of company goals and tasks. 2. Understanding of director’s responsibilities. 3. Degree of participation in company operations. 4. Internal relationship management and communication. 5. Professional and continuing education of directors 6. Internal control.
		Audit Committee		1. Degree of participation in company operations. 2. Understanding of the functional committee’s responsibilities. 3. Improvement in the decision-making quality of the functional committee. 4. Composition of the functional committee and election of members. 5. Internal control.
		Compensation Committee		1. Degree of participation in company operations. 2. Understanding of the functional committee’s responsibilities. 3. Improvement in the decision-making quality of the functional committee. 4. Composition of the functional committee and election of members. 5. Internal control.
Perform an external board performance evaluation every three years		Overall Board of Directors and Functional Committee	External Professional Organization: Taiwan Corporate Governance Association	1. Constitution and Work Distribution of the Board of Directiors 2. Guidance and Supervision of the Board of Directiors 3. Authorization and Risk Management of the Board of Directiors 4. Communication and Cooperation of the Board of Directiors 5. Self-discipline and Diligence of the Board of Directiors

 

General Comments
1	Members of the Board of Directors have diverse professional backgrounds, including finance and accounting, law, business and strategic planning, aligning with the company's operational needs.
2	The goal of the Board of Directors of this term is clear and definite.  Management team reports to the Board of Directors on a regular basis, and the Board of Directors maintains frequent communication through meetings in 2024 and has established a series of corporate governance regualtions, and successfully achieved market listing.
3	The atmosphere of the Board of Directors is positive, enabling members to fully express their opinions, while independent directors actively fulfill their responsibilities.
4	The company stirves to mplement corporate sustainability and has established ESG committee chaired by the President, which reports the initiatives and  implementation results to the Board of Directors annually.
5	The head of corporate governance is responsible  for facilitating corporate governance affairs and providing the Board of Directors with necessary information and assistance.
Suggestons		Improvement measure
1	The company underwent  the merger of corporations in 2022 and a securities listing review in 2024. However, there are certain regulations and aspects of the organizational structure still need to be adjusted.	The Board of Directors has approved the revision of "Organizational Charter of the Company" on December 9, 2024, which specifies the structure within the organization and clearly defines the responsibilities of each department.
2	It is suggested that the company incorporate certain indicators of Green Banking into its operations, credit management and managerial performance evaluation in the future.	1	The company has established the subsidiary, Infinite Energy Solutions Co., Ltd., to promote green energy products, and is dedicated to achieving a low-carbon operation model focused on water and energy conservation.
		2	High-pollution industries are listed as restricted business activities.
		3	Sustainable development has been incorporated into the performance evaluation indicators for senior managers.
		4	For ESG-linked financing loans from the financing bank, those who meet specific criteria may be granted a reduction in interest rates.
3	ESG Committee and Risk Management Committee may consider to invite independent directors, or be elevated to functional committees under the Board of Directors depending on the the company's organization scale and development process.	ESG Committee and Risk Management Committee will invite independent directors two weeks prior to  the annual meeting.
4	The company has formulated "Emergency Procedures and Restoration plans for Major incidents ". While this policy is slightly different from reporting procedure of  major occasional  incidents, it is advised that the company establish a clear reporting system for such incidents, including the types of information to be reported, reporting deadline, methods and reporting level.	For the reporting procedure, the adjustments are as follows:
		1	If major incidents involve a business crisis, the Emergency Response Team should discuss and make a judgment, and provide relevant information within one day to the Secretary’s Office for reporting to the Board of Directors.
		2	If major incidents occur at subsidiaries, they should follow this policy, report to the parent company's management level, and organize the Emergency Response Team. The reporting procedure should be in accordance with the parent company's guidelines, with the Emergency Response Team responsible for discussing and making a judgment.
		3	The 'Emergency Procedures and Restoration Plans for Major Incidents' is presented to the Board of Directors for revision in March 2025.