Performance Evaluation of Board of Directors

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In order to implement corporate governance and enhance the functions of the Company’s Board of Directors as well as to establish performance targets so as to enhance the operational efficiency of the Board of Directors, the Company has established the Rules for Performance Evaluation of Board of Directors in 2018 for compliance purposes.

The Company’s Board of Directors and functional committees shall conduct internal performance evaluation once a year, where performance evaluation for the current year shall be conducted during the internal evaluation period at the end of each year. Performance evaluation of the Board of Directors of the Company shall be conducted by an external professional independent institution or a team of external experts and scholars (hereinafter referred to as “external evaluation unit”) at least once every three years, where performance evaluation for the current year shall be conducted at the end of the year.

Measurement items for performance evaluation of the Board of Directors and functional committees shall at least comprise five major areas, including (1) degree of participation in the Company’s operations, (2) improving the decision-making quality of Board of Directors (or functional committees), (3) composition and structure of Board of Directors (or functional committees), (4) election and continuing education among directors (or members of functional committees), and (5) internal control. Measurement items for performance evaluation of Board members shall at least comprise six major areas, including (1) understanding of company goals and missions, (2) awareness of directors’ responsibilities, (3) degree of participation in the Company’s operations, (4) internal relationship management and communication, (5) professionalism and continuing education among directors, and (6) internal control. For the scoring criteria, each measurement item is scored using the weight method, and performance evaluation results are divided into five levels, namely excellent, very good, good, fair, and poor.