The company has established a director selection system, and the appointment process for all directors is open and fair, complying with the company's "Articles of Incorporation," "Director Election Regulations," "Corporate Governance Best Practice Principles," "Regulations Governing the Establishment of Independent Directors of Public Companies and Matters to be Complied with," and the "Securities Exchange Act, Article 14-2," and other relevant regulations. The current composition of the board of directors is as follows:

Independent Director（36%）

Non-independent Director（64%）

Director with Employee Status（18%）

Title	Nationality	Name	Educational and Professional Background
Chairman	ROC(Taiwan)	Vincent Tsuei	National Chiao Tung University EMBA Researcher of ERSO, ITRI
Director	ROC(Taiwan)	OMNICO INTERNATIONAL LTD.	California State University, USA Chairman of Yutong International Trade Co., Ltd.
Director	ROC(Taiwan)	Song Ying-chuan	MBA, Chung Hsing University National Cheng Kung University, Department of Electrical Engineering Chairman of GIGATEK INC.
Director	ROC(Taiwan)	Cheng Zhong Investment Co., Ltd.	Master of International Business Management, National Taiwan University Institute for Industrial Research electronics research institte section head Chairman of MARKETECH INTERNATIONAL CORP.
Independent Director	ROC(Taiwan)	Lee Ching-Ho	EMBA of Taipei University of Science and Technology Director and General Manager of Lea Hold Enterprise Co. Ltd.
Director	ROC(Taiwan)	Lin Jin-Tsai	Rui Fang Vocational Senior High School Chairman of Fuyuan Construction Co., Ltd.
Director	ROC(Taiwan)	Chuang Yong-shun	EMBA, National Taiwan University Master of Business Administration, Tulane University, USA
Director	ROC(Taiwan)	James Wang	EMBA of National Tsing Hua University Production Management Specialist of Jingsheng Art Ceramics Company
Independent Director	ROC(Taiwan)	Yan Wei-Qun	Accounting major in National Cheng Kung University MBA in Finance from the City University of New York Chairman of ATECH OEM INC.
Independent Director	ROC(Taiwan)	Huang Xu-Na	National Chiao Tung University-PhD, Institute of Management Science Ming Chuan University-Dean of School of Management
Independent Director	ROC(Taiwan)	Yang, Chang-Mou	Cornell University-Master in Materials Science National Tsing Hua University-Professor in Materials Science and Engineering

All directors do not have a spouse or relatives within the second degree of kinship, in accordance with the provisions of Article 26, Paragraphs 3 and 4 of the Securities Exchange Act.

◎12th Session

Meeting Name	Meeting Summary
12th Session 1st Board Meeting May 19, 2023	Amendment of the "Organization Regulations of the Compensation Committee." Consideration of appointing members to the 5th Compensation Committee. Establishment of ex-rights (dividend) record date and issuance of new shares based on the earnings for the fiscal year 2022.
12th Session 2nd Board Meeting August 3, 2023	Approval of the financial statements for the second quarter of the fiscal year 2023. Issuance of bonuses for the Dragon Boat Festival for the fiscal year 2023. Discussion on the renewal of the company's bank loan limit. Amendment of the "Internal Material Information Processing Procedures." Amendment of the "Board Meeting Procedures."
12th Session 3rd Board Meeting October 26, 2023	Approval of the financial statements for the third quarter of the fiscal year 2023. Discussion on the renewal of the company's bank loan limit. Appointment of the Audit Manager. Issuance of bonuses for the Mid-Autumn Festival for the fiscal year 2023. Employee Stock Trust and incentive for managers participating in the Employee Stock Trust.
12th Session 4th Board Meeting December 14, 2023	Follow-up on the previous meeting's agenda: Employee Stock Trust and incentive for managers participating in the Employee Stock Trust. Audit plan for the fiscal year 2024. Proposal for the appointment of the "Information Security Manager" in the company. Amendment of the "Organization Regulations of the Compensation Committee."
12th Session 5rd Board Meeting February 29, 2024	To approve the company's 2023 annual final accounting books and statements To approve the distribution of 2023 employees' and directors' compensation of the company To approve the distribution of the Company's 2023 earning To approve the new share issue through capitalization of earnings To approve the Company's 2023 Internal Control System Statement To approve the amendments to the Rules and Procedures of the Meeting of Board of Directors To approve the amendments to the Company's Audit Committee Charter To approve the amendments to the Endorsement Guarantee Operation Procedure Discussion on the renewal of the company's bank loan limit To approve the Compensation Committee review of management bonuses and remuneration To evaluate the independence and competency of the CPAs engaged by the Company To approve the convening of the Company's 2024 Annual General Shareholders' Meeting
12th Session 6th Board Meeting April 25, 2024	To Approve the Company's 2024Q1 consloidated final accounting books and statements To Approve the renewal of the company's bank loan limit Establishment of the 'Board Performance Evaluation Measures' Proposal Establishment of the Sustainable Development Committee Appointment of Members for the First Term of the Sustainability Development Committee Proposal
12th Session 7st Board Meeting May 24, 2024	Establishment of ex-rights (dividend) record date and issuance of new shares based on the earnings for the fiscal year 2023.
12th Session 8st Board Meeting August 8, 2024	1.Approval of the financial statements for the second quarter of the fiscal year 2024. 2.Issuance of bonuses for the Dragon Boat Festival for the fiscal year 2024.

◎11th Session

Meeting Name	Meeting Summary
11th Session 1st Board Meeting May 28, 2020	Election of the 11th Chairman. Consideration of appointing members to the 4th Compensation Committee.
11th Session 2nd Board Meeting August 6, 2020	Approval of the financial statements for the second quarter of the fiscal year 2020. Issuance of bonuses for the Dragon Boat Festival for the fiscal year 2020. Appointment of the Audit Manager.
11th Session 3rd Board Meeting October 29, 2020	Approval of the financial statements for the third quarter of the fiscal year 2020.
11th Session 4th Board Meeting December 17, 2020	Audit plan for the fiscal year 2021.
11th Session 5th Board Meeting February 24, 2021	Operating report and financial statements for the fiscal year 2020. Issuance of remuneration to employees and directors for the fiscal year 2020. Profit distribution for the fiscal year 2020. Issuance of new shares for capitalization of earnings for the fiscal year 2020. Internal control system declaration for the fiscal year 2020. Discussion on the renewal of the company's bank loan limit and endorsement guarantee. Compensation Committee review of management bonuses and remuneration. Independent assessment of the independence of the company's appointed auditor for the fiscal year 2021. Setting the date and agenda for the shareholders' meeting in the fiscal year 2021.
11th Session 6th Board Meeting April 29, 2021	Financial statements for the first quarter of the fiscal year 2021. Appointment of the Audit Manager.
11th Session 7th Board Meeting June 30, 2021	Reschedule of the 2021 shareholders' meeting.
11th Session 8th Board Meeting July 16, 2021	Setting the ex-rights (dividend) record date and issuance of new shares for capitalization of earnings for the fiscal year 2021.
11th Session 9th Board Meeting August 5, 2021	Approval of the financial statements for the second quarter of the fiscal year 2021. Issuance of bonuses for the Dragon Boat Festival for the fiscal year 2021.
11th Session 10th Board Meeting October 28, 2021	Approval of the financial statements for the third quarter of the fiscal year 2021.
11th Session 11th Board Meeting December 16, 2021	Audit plan for the fiscal year 2022.
11th Session 12th Board Meeting February 24, 2022	Operating report and financial statements for the fiscal year 2021. Remuneration for employees and directors for the fiscal year 2021. Profit distribution for the fiscal year 2021. Issuance of new shares for capitalization of earnings for the fiscal year 2021. Internal control system declaration for the fiscal year 2021. Amendment to the "Company Charter". Amendment to the "Shareholders' Meeting Rules". Amendment to the "Asset Acquisition or Disposal Procedure". Discussion on the renewal of the company's bank loan limit and endorsement guarantee. Compensation Committee review of management bonuses and remuneration. Compensation Committee review of salary adjustment proposal for the promotion of the general manager. Independent assessment of the independence of the company's appointed auditor for the fiscal year 2022. Setting the date and agenda for the shareholders' meeting in the fiscal year 2022.
11th Session 13th Board Meeting April 7, 2022	Supplementary election of 1 independent director.
11th Session 14th Board Meeting April 28, 2022	Financial statements for the first quarter of the fiscal year 2022.
11th Session 15th Board Meeting May 20, 2022	Setting the ex-rights (dividend) record date and issuance of new shares for capitalization of earnings for the fiscal year 2021. Planning for greenhouse gas inventory and verification schedule.
11th Session 16th Board Meeting August 4, 2022	Financial statements for the second quarter of the fiscal year 2022. Issuance of bonuses for the Dragon Boat Festival for the fiscal year 2022. Discussion on the renewal of the company's bank loan limit. Proposed cash capital increase and issuance of new shares by the company.
11th Session 17th Board Meeting October 27, 2022	Financial statements for the third quarter of the fiscal year 2022. Management bonuses and remuneration. Setting the price for cash capital increase. Establishing the employee stock subscription method for cash capital increase. Employee list for cash capital increase for the fiscal year 2022.
11th Session 18th Board Meeting December 25, 2022	Audit plan for the fiscal year 2023. Discussion on the renewal of the company's bank loan limit.
11th Session 19th Board Meeting February 22, 2023	Operating report and financial statements for the fiscal year 2022. Remuneration for employees and directors for the fiscal year 2022. Profit distribution for the fiscal year 2022. Issuance of new shares for capitalization of earnings for the fiscal year 2022. Internal control system declaration for the fiscal year 2022. Discussion on the renewal of the company's bank loan limit. Compensation Committee review of management bonuses and remuneration. Amendment to the "Taiwan Employee Benefits Overview". Independent assessment of the independence of the company's appointed auditor for the fiscal year 2023. Election of directors for the 12th Session. Setting the date and agenda for the shareholders' meeting in the fiscal year 2023.
11th Session 20th Board Meeting April 6, 2023	Nomination and review of director and independent director candidates. Lifting restrictions on new directors' non-compete agreements.
11th Session 21st Board Meeting April 27, 2023	Financial statements for the first quarter of the fiscal year 2023. Proposed appointment of "Corporate Governance Officer" for the company. Proposed appointment of "Information Security Officer" for the company.

The board of directors met 7 times in the most recent fiscal year (A), and the attendance of directors is as follows:

Title	Name	Actual Attendance Count (B)	Proxy Attendance Count	Actual Attendance Rate (%) 【B/A】	Remarks
Chairman	Vincent Tsuei	7	-	100%	none
Director	Cheng Chung Investment Co., Ltd. Rep.: Kao Xin-ming	6	-	86%	none
Director	OMNICO INTERNATIONAL LTD. Rep.: Liao Boxiang	7	-	100%	none
Director	Song Ying-chuan	7	-	100%	none
Director	Chuang Yong-shun	7	-	100%	none
Director	Lin Jin-Tsai	7	-	100%	none
Director	James Wang	4	-	100%	Appointed on 2023/5/19
Director	Peng Ming-xian	3	-	100%	Stepped down on 2023/5/19
Director	Chen Bo-yong	3	-	100%	Stepped down on 2023/5/19
Independent Director	Lee Ching-Ho	7	-	100%	none
Independent Director	Yan Wei-Qun	7	-	100%	none
Independent Director	Huang Xu-Nan	4	-	100%	Appointed on 2023/5/19
Independent Director	Yang Chang-Mou	4	-	100%	Appointed on 2023/5/19

If the board of directors operates under any of the following circumstances, the board meeting date, session, agenda content, opinions of all independent directors, and the company's handling of independent director opinions should be disclosed:
(1) Matters listed in Article 14-3 of the Securities Exchange Act: Disclosed on page 29 of the annual report under "Significant Resolutions of Shareholders' Meetings and Board Meetings."
(2) In addition to the above, any other board resolutions opposed or with reservations by independent directors, along with records or written statements:
In all board meetings of the year 112 (2023)., independent directors did not express opposition or reservations, as disclosed on page 29 of the annual report under "Significant Resolutions of Shareholders' Meetings and Board Meetings."

The execution status of directors abstaining from interested party resolutions should include the names of directors, agenda content, reasons for abstention, and participation in voting:

Board Meeting Date	Director	Agenda Content	Reasons for Abstention	Participation in Voting
2023/02/22	Vincent Tsuei	The Remuneration Committee considered the Manager's bonus and compensation proposal.	Vincent Tsuei and James Wang was a stakeholder in the motion and left the meeting temporarily.	Did not participate in voting.
2022/08/03	Vincent Tsuei James Wang	Managers' bonuses for the 2023 Dragon Boat Festival.
2023/10/26	Vincent Tsuei James Wang	Managers' bonuses for the 2023 Mid-Autumn Festival.
2024/02/29	Vincent Tsuei James Wang	The Remuneration Committee considered the Manager's bonus and compensation proposal

Listed and OTC companies should disclose information about the self-assessment of the board of directors (or peers), including the evaluation period, scope, method, and content, and fill out Annex 2 (2) on the execution status of the board of directors' evaluation: None.
Goals for enhancing the functions of the board of directors for the current and last fiscal years (such as establishing an audit committee, improving information transparency, etc.) and evaluation of the implementation statusThe Sustainable Development Committee was established on April 25, 2024.

Board Performance Evaluation

The performance evaluation of the board of directors is governed by Article 21 of the company's articles of incorporation. In years of profitability, director remuneration is set at no more than 2.3%. Each director's remuneration is distributed based on the average amount of total compensation, determined by the Compensation Committee. Additionally, fixed allowances are provided for board attendance expenses. Although a specific board performance evaluation method has not been established, considering the active involvement and valuable contributions of directors in company operations, a policy of equitable distribution is adopted to balance the sustainability of the company's operation and risk management.

Diversity Policy of the Board of Directors

On March 5, 2015, in the 9th extraordinary meeting of the 5th session of the board, the "Corporate Governance Best Practice Principles" were amended to strengthen the functions of the board of directors. This includes formulating a diversity policy, and the nomination and selection of the company's directors adhere to the provisions of the articles of incorporation. Evaluation of the qualifications of each candidate, compliance with the "Director and Supervisor Election Act," and adherence to "Corporate Governance Principles" are ensured to guarantee the diversity and independence of board members.
The 12th board of directors of the company consists of eleven members (ten males and one female) with expertise in leadership decision-making, operational judgment, business management, crisis handling, industry knowledge, and an international market perspective. They provide valuable guidance for the company's operations.
The board of directors discloses its policy on member composition diversity on the company's website and the Public Information Observation Platform.

Item	Evaluation Item	Evaluation Result	Independence Status
1	Has not served as the company's accountant for seven consecutive years.	V	Yes
2	The firm is not excessively dependent on the company for its fees.	V	Yes
3	Has not taken on regular employment, received fixed salary, or served as a director for the company.	V	Yes
4	Has not provided non-audit and consulting services to the company, affecting the independence of the firm, firm-related entities, or audit service team members.	V	Yes
5	Has not been a director, executive, or an employee with significant influence on signing cases for the company and left the position within two years.	V	Yes
6	Does not directly or indirectly hold more than 1% of the company's issued shares or be among the top ten natural person shareholders with spouse, minor children, or using other names.	V	Yes
7	Does not have a direct blood relationship, affinity, or second-degree kinship with the company's chairman, executives, or other directors.	V	Yes
8	Is not a director or employee holding more than 5% of the total issued shares of the company's top five legal person shareholders.	V	Yes
9	Is not a director, executive, or shareholder with more than 5% ownership in specific companies or institutions that have financial or business transactions with the company.	V	Yes
10	Accountant, spouse, and minor children have no financial borrowing, investment, or shared financial interests with the company.	V	Yes
11	Maintains an impartial and objective stance when performing professional services, free from bias, conflicts of interest, or influence.	V	Yes
12	Accountant, audit service team members, other practicing accountants, or legal person accounting firm shareholders, accounting firm, firm-related entities, and affiliated firms maintain independence with respect to the company.	V	Yes

Liability Insurance

Top Union has obtained Directors and Supervisors Liability Insurance for Directors and Independent Directors

Details such as the insured amount, coverage scope, and insurance premium rates have been reported to the board of directors. This includes the content of Directors and Supervisors Liability Insurance during the insurance period of the year 2024, as reported on August 8, 2024.

Succession Plan for Board Members

The appointment of directors in our company follows the "Company Charter," which stipulates a comprehensive candidate nomination system for director elections. The composition of the board of directors, as outlined in the "Corporate Governance Best Practice Guidelines" and "Director Election Procedures," considers diversity and aims to form a board consisting of industry elites and experts from various fields based on the company's operations, business model, and development.
The General Manager of our company attends all board meetings to cultivate strategic planning abilities and understand the functioning of the board, serving as a potential candidate for the future board. This year, the General Manager has been nominated as a candidate for directorship following the board's assessment.
Our company plans to pass the "Board Performance Evaluation Measures" in the fourth quarter of this year. Through performance evaluation metrics, we aim to confirm the effective operation of the board and evaluate the performance of directors. This will serve as a reference for future director selection.

Succession Planning for Key Management Positions

Take stock of the current status of key positions or management-level talent, identifying the necessary professional capabilities and leadership qualities internally.
Develop a comprehensive training plan, implement job rotations to strengthen skills, and regularly review performance and competency levels.
Identify employees with high potential and build company leadership through project assignments.
Cultivate strategic thinking and integrate it with annual performance evaluations as a basis for succession planning for key management positions.

In October of the year 111 (2022), the Board of Directors reported that Deputy General Manager Wang Zhengfeng was appointed as the General Manager, marking a succession plan for senior management positions.