POU CHEN GROUP - Practice

Implementation of Corporate Governance Unit

Following the approval of the appointment of a corporate governance officer on April 30, 2019, Pou Chen’s Board of Directors appointed a full-time corporate governance officer on August 12, 2022, who is qualified as a corporate governance officer with years of experience in finance, stock affairs and supporting corporate governance, a dedicated person responsible for overseeing corporate governance-related matters and who attended 18 hours of corporate governance-related courses in 2023.

The duties of corporate governance personnel are as follows:
(1) Furnishing information required for business execution by Directors and assisting Directors with legal compliance.
(2) Handling matters relating to shareholders' meetings, Board meetings and meetings of associated committees according to
laws.
(3) Assisting with the promotion and strengthening of corporate governance.

Business Execution Status & Advanced Study Status of Chief Corporate Governance Officer

Implementation of Ethical Corporate Management

Communication among Independent Directors, Chief Internal Auditor, and Certified Public Accountants (CPAs)

The Company’s Audit Committee, composed entirely of independent directors, shall convene a meeting at least once a quarter and may call a meeting whenever deemed necessary.

Communication between Independent Directors and Chief Internal Auditor:
(1) Monthly, audit reports completed according to the audit plan shall be submitted to each independent director for review by the
end of the following month through email or in-person communication.
(2) Annually, a comprehensive report on the effectiveness of the Company's internal control system and the audit plan for the
upcoming year shall be submitted to the Audit Committee.
(3) Conduct communication, guidance, and responses on an ad-hoc basis through phone calls, emails, or face-to-face interactions.
(4) In the case of significant and exceptional circumstances, immediate reporting to each independent director is also allowed.

Communication between Independent Directors and CPAs:
(1) The Company’s CPAs actively engage and communicate opinions thoroughly during meetings with the Audit Committee and
forums.
(2) The Audit Committee thoroughly discusses the audit status and results of the current financial statements with the Company’s
CPAs, utilizing diverse communication channels such as telephone, email, or fact-to face interactions.
(3) Meetings may be arranged in the case of significant matters requiring exchange of opinions, depending on the circumstances.

The communication channels among the Company’s independent directors, chief internal auditor, and CPAs are diverse and smooth, with a positive communication status. The major matters of these communications in 2023 are as follows.

Date	Communication Method	Party Communicated	Matters Communicated	Results
2023.03.15	Virtual Forum	CPAs	The audit report for 2022 financial statements, including: 1. The audit scope and method of the Group. 2. Significant accounting policies, significant accounting estimates, and significant events or transactions. 3. Significant risks and key audit matters.	After thorough communication and discussion, independent directors had no further comments on the audit report of the annual financial statements.
		Chief Internal Auditor	The Company’s self-assessment report on the overall internal control system for 2022.	After thorough communication and discussion, independent directors had no further comments on the explanations by the chief internal auditor regarding the annual self-assessment results of the overall internal control system.
2023.03.16	Audit Committee	CPAs	The Company’s CPAs explanation regarding audit quality indicators, independence, and suitability.	After thorough communication and discussion, the Audit Committee approved the assessment of the CPA's independence and suitability, and submitted it to the Board for resolution.
		Chief Internal Auditor	Explanation of effectiveness of the internal control system for 2022.	After thorough communication and discussion, the Audit Committee approved the assessment of the effectiveness of the internal control system for 2022, and submitted it to the Board for resolution.
2023.11.14	Physical Forum	CPAs	1. Advocate and explain the responsibilities of the government unit. 2. Explanation of the quality management system of the accounting firm. 3. The audit plan for 2023 financial statements, including: A. The audit scope and method of the Group. B. Significant accounting policies, significant accounting estimates, and significant events or transactions. C. Significant risks and key audit matters. D. Audit schedule arrangement. 4. Explanation of the sustainability disclosure principles of the International Financial Reporting Standards.	After thorough communication and discussion, independent directors had no further comments on the statutory guidance and explanation of the audit plan for the annual financial statements provided by the CPAs.
		Chief Internal Auditor	1. Explanation of the execution status of audit matters for 2023. 2. Planning of anticipated audit matters and audit team resources for 2024.	After thorough communication and discussion, independent directors had no further comments on the annual execution status of audit matters and the next year's audit planning direction provided by the chief internal audit.
2023.12.21	Audit Committee	Chief Internal Auditor	The internal audit plan for 2024.	After thorough communication and discussion, the Audit Committee approved the internal audit plan for 2024, and submitted it to the Board for resolution.