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Functional Committees

Audit Committee Members

Role Name Professional Qualifications & Experience Independence Compliance
Independent Director
(Convener)		 Chen Gu-Quan Mr. Chen graduated from Yuanpei College of Medical Technology, Department of Radiology, with over 30 years of experience. He previously worked in the Clinical Laboratory at Wei Gong Hospital and is currently the Production & Sales Manager at Wanlong Paper Co., Ltd. Mr. Chen has extensive expertise in clinical laboratory work and company management. Compliant with Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.”
★Neither he, his spouse, nor relatives within the second degree serve as directors, supervisors, or employees of the company or related entities.
★Neither he, his spouse, nor relatives within the second degree (or using others’ names) hold company shares.
★Has not served as director, supervisor, or employee of companies with specific relations to the company.
★Has not received remuneration for business, legal, financial, or accounting services provided to the company or its affiliates in the past two years.
Independent Director Lin Shi-Yi Ms. Lin holds a bachelor's degree in Financial & Economic Law from National Chengchi University, with over 10 years of experience and a licensed lawyer qualification. She has served as Legal Specialist at Hui Zhu Investment Co., Ltd., Real Estate Agent at Dashi International Real Estate Co., Ltd., and Legal & Regulations Manager at Kbro Corp. Ms. Lin specializes in patents and legal affairs. Compliant with Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.”
★Neither she, her spouse, nor relatives within the second degree serve as directors, supervisors, or employees of the company or related entities.
★Neither she, her spouse, nor relatives within the second degree (or using others’ names) hold company shares.
★Has not served as director, supervisor, or employee of companies with specific relations to the company.
★Has not received remuneration for business, legal, financial, or accounting services provided to the company or its affiliates in the past two years.
Independent Director He Li-Fen Ms. He graduated from Feng Chia University, Department of Banking & Insurance, with over 30 years of experience. Since 1989, she has served as Head of Audit at Meng Li Automation Co., Ltd. Ms. He specializes in corporate auditing, supervision, and accounting. Compliant with Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.”
★Neither she, her spouse, nor relatives within the second degree serve as directors, supervisors, or employees of the company or related entities.
★Neither she, her spouse, nor relatives within the second degree (or using others’ names) hold company shares.
★Has not served as director, supervisor, or employee of companies with specific relations to the company.
★Has not received remuneration for business, legal, financial, or accounting services provided to the company or its affiliates in the past two years.
Independent Director Lu Jing-Jun Ms. Lu holds a Master’s degree in Management from National Chiao Tung University and a degree in Accounting from Chung Yuan Christian University. She previously served as Senior Manager in Audit and Tax Departments at PwC Taiwan and is currently the Director and Licensed Accountant at Yilong CPAs & Consultants, as well as the head of Yilong Business Consulting Co., Ltd. Ms. Lu specializes in financial management, government strategy, risk management, and accounting. Compliant with Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.”
★Neither she, her spouse, nor relatives within the second degree serve as directors, supervisors, or employees of the company or related entities.
★Neither she, her spouse, nor relatives within the second degree (or using others’ names) hold company shares.
★Has not served as director, supervisor, or employee of companies with specific relations to the company.
★Has not received remuneration for business, legal, financial, or accounting services provided to the company or its affiliates in the past two years.

Audit Committee Operations

The company’s **Audit Committee** is composed of all four independent directors, including one financial expert and one legal expert. The committee holds regular meetings quarterly before the Board of Directors to review the company’s internal control systems, internal audit execution, and significant financial activities, as well as to communicate with the certified public accountants, ensuring effective oversight of operations and risk management. The main responsibilities of the Audit Committee include:
★ Reviewing quarterly financial statements
★ Appointment, dismissal, remuneration, and independence assessment of certified public accountants
★ Establishing or revising internal control systems and related key regulations
★ Matters involving directors’ conflicts of interest
★ Evaluation of internal control effectiveness
★ Appointment or dismissal of finance, accounting, or internal audit supervisors
★ Major asset or derivative transactions
★ Company risk management
★ Significant loans, endorsements, or guarantees
★ Information security management
★ Issuance, public offering, or private placement of equity-type securities

For the fiscal year 2024 (Minguo 113), the Audit Committee held 7 meetings, with attendance as follows:
Role Name Actual Attendance (B) Attendance Rate (%) (B/A) Remarks
Independent Director Chen Gu-Quan 7 100% 4th Term Audit Committee Member (Reappointed)
Independent Director Lin Shi-Yi 4 87% 4th Term Audit Committee Member (Reappointed)
Independent Director He Li-Fen 5 71% 4th Term Audit Committee Member (Reappointed)
Independent Director Lu Jing-Jun 7 100% 4th Term Audit Committee Member (Reappointed)
Other matters to disclose:
  1. 1. If the Audit Committee has the following situations, the date, session, agenda, resolution results, and company response should be stated:
    (1) Matters listed under Article 14-5 of the Securities and Exchange Act:
    Audit Committee Date & Session Agenda Audit Committee Resolution Company Handling of Committee Opinions
    2024.03.12
    3rd Term, 19th Session     		2023 Employee and Director Compensation Allocation Approved without objection Approved without objection
    2023 Business Report and Financial Statements (Consolidated & Individual) Approved without objection Approved without objection
    Approval of 2023 Internal Control Statement Approved without objection Approved without objection
    Company CPA Replacement Approved without objection Approved without objection
    2024 CPA Independence Assessment Approved without objection Approved without objection
    Appointment and Remuneration of CPA for 2024 Financial Statements Approved without objection Approved without objection
    Company Investment Cases Approved without objection Approved without objection
    Cancellation of Guarantee to Subsidiary Puyuan Biotech Co., Ltd. Approved without objection Approved without objection
    Guarantee to Subsidiary Puyuan Biotech Co., Ltd. Approved without objection Approved without objection
    Revision of Audit Committee Regulations Approved without objection Approved without objection
    Revision of Company Articles of Incorporation Approved without objection Approved without objection
    2024.04.10
    3rd Term, 20th Session     		Revision of Board Meeting Procedures Approved without objection Approved without objection
    Cancellation of Partial or Full Shares of Subsidiary Puyuan Biotech Co., Ltd. Approved without objection Approved without objection
    Company Investment Cases Approved without objection Approved without objection
    2024.05.10
    3rd Term, 21st Session     		Q1 2024 Financial Report Approved without objection Approved without objection
    Cancellation of Partial or Full Shares of Subsidiary Changqing Biotech Co., Ltd. Approved without objection Approved without objection
    2024.06.06
    3rd Term, 22nd Session     		Election of 8th-Term Board Members (including Independent Directors) Approved without objection Approved without objection
    Lift of Non-Compete Restrictions for New Directors and Their Representatives (including Independent Directors) Approved without objection Approved without objection
    2024.06.28
    3rd Term, 23rd Session     		Subsidiary Changqing Biotech Co., Ltd. Receivables Conversion to Equity Approved without objection Approved without objection
    2024.08.09
    4th Term, 1st Session     		Q2 2024 Financial Report Approved without objection Approved without objection
    2024.11.12
    4th Term, 2nd Session     		Q3 2024 Financial Report Approved without objection Approved without objection
    2025 Internal Audit Plan Approved without objection Approved without objection
    Authorization for Board Members to Sign Audit Reports Approved without objection Approved without objection
    Revision of Subsidiary Supervision and Management Measures Approved without objection Approved without objection
    Establishment of Sustainability Committee Regulations Approved without objection Approved without objection
    Establishment of Internal Control “Sustainability Information Management Measures” Approved without objection Approved without objection
    Revision of Internal Audit Implementation Guidelines – Management Control Operations Approved without objection Approved without objection
    Revision of Information Security Control Guidelines Approved without objection Approved without objection
    Cancellation of Guarantee to Subsidiary Changqing Biotech Co., Ltd. Approved without objection Approved without objection

    (2) Other resolutions not approved by the Audit Committee but passed by at least two-thirds of all directors: None.
  2. Execution of independent directors’ recusal on related-party matters (should indicate the director’s name, agenda, reason for recusal, and voting participation): None.
  3. Communication between independent directors and the internal audit supervisor and CPA (should include major matters regarding company financial and business status, methods, and results):
    1. The internal audit supervisor reports to the Audit Committee each quarter according to the annual audit plan and actual execution; monthly written reports are also provided to each independent director for necessary communication.
    2. The CPA attends Audit Committee meetings and communicates/interacts with independent directors regarding financial report review or audit, as well as financial, tax, or internal control related matters.
    3. Independent directors have direct communication channels with the internal audit supervisor and CPA, and communication is effective.

Compensation Committee Members

Category Name Professional Qualifications and Experience Independence Compliance
  Independent Director
(Convener)		 Ho Li-Fen Ms. Ho Li-Fen graduated from Feng Chia University with a degree in Banking and Insurance. She has over 30 years of work experience and has served as the Audit Supervisor of Allied Automation Co., Ltd. since 1989. Ms. Ho possesses extensive expertise in corporate audit, supervision, and accounting. Complies with the independence requirements of Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”.
★ Neither the director, spouse, nor relatives within the second degree hold positions as director, supervisor, or employee of the company or its affiliates.
★ Neither the director, spouse, nor relatives within the second degree (or via others’ names) hold company shares.
★ Has not served as director, supervisor, or employee in any company with a specific relationship to the company.
★ Has not received remuneration in the past 2 years for providing business, legal, financial, or accounting services to the company or its affiliates.
Independent Director  Lin Shih-Yi Ms. Lin Shih-Yi graduated from National Chengchi University with a degree in Financial and Economic Law. She has over 10 years of experience and holds a lawyer certificate. She has served as Legal Specialist at Hui Zhu Investment Co., Real Estate Agent at Master International Real Estate Co., and Legal & Compliance Manager at Kbro Co., Ltd. Ms. Lin possesses expertise in patent and legal matters. Complies with the independence requirements of Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”.
★ Neither the director, spouse, nor relatives within the second degree hold positions as director, supervisor, or employee of the company or its affiliates.
★ Neither the director, spouse, nor relatives within the second degree (or via others’ names) hold company shares.
★ Has not served as director, supervisor, or employee in any company with a specific relationship to the company.
★ Has not received remuneration in the past 2 years for providing business, legal, financial, or accounting services to the company or its affiliates.
Independent Director Chen Gu-Chuan Mr. Chen Gu-Chuan graduated from Yuanpei University of Medical Technology, Department of Radiology. He has over 30 years of work experience, previously served in the Clinical Laboratory at Wei Gong Hospital, and currently serves as Production & Sales Manager at Wanlong Paper Co., Ltd. Mr. Chen has expertise in clinical laboratory operations and corporate management. Complies with the independence requirements of Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”.
★ Neither the director, spouse, nor relatives within the second degree hold positions as director, supervisor, or employee of the company or its affiliates.
★ Neither the director, spouse, nor relatives within the second degree (or via others’ names) hold company shares.
★ Has not served as director, supervisor, or employee in any company with a specific relationship to the company.
★ Has not received remuneration in the past 2 years for providing business, legal, financial, or accounting services to the company or its affiliates.
Independent Director Lu Ching-Chun Ms. Lu Ching-Chun holds a Master's degree in Management from National Chiao Tung University and a degree in Accounting from Chung Yuan Christian University. She previously served as Senior Manager in Audit and Tax Departments at PwC, and currently serves as Director and Certified Public Accountant at Yi-Long CPA Firm, as well as head of Yi-Long Consulting Co., Ltd. Ms. Lu possesses expertise in financial management, government strategy, risk management, and accounting. Complies with the independence requirements of Article 3 of the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”.
★ Neither the director, spouse, nor relatives within the second degree hold positions as director, supervisor, or employee of the company or its affiliates.
★ Neither the director, spouse, nor relatives within the second degree (or via others’ names) hold company shares.
★ Has not served as director, supervisor, or employee in any company with a specific relationship to the company.
★ Has not received remuneration in the past 2 years for providing business, legal, financial, or accounting services to the company or its affiliates.

Compensation Committee Operations

1. Operation Information of the Compensation Committee
  1. The Company’s Compensation Committee consists of 4 members.
  2. Term of the current committee: August 9, 2024 to July 24, 2027.
  3. Attendance: From January 1, 2024 to March 31, 2024, the Compensation Committee held 2 meetings. The attendance of members is as follows:
Position Name Actual Attendance
(B)		 Attendance by Proxy Actual Attendance Rate (%)
Member (Convener) Lin Shih-Yi 1 1 50%
Member Ho Li-Fen 2 0 100%
Member Chen Gu-Chuan 2 0 100%
Member Lu Ching-Chun 2 0 100%
2. Duties of the Compensation Committee
The Committee shall exercise its authority with the care of a prudent manager and faithfully perform the following duties, submitting recommendations to the Board for discussion.
  1. Establish and periodically review policies, systems, standards, and structures for performance evaluation and compensation of directors and managers.
    (2) Regularly assess and set the compensation of directors and managers.

3. Meeting Information of the Compensation Committee
For the year 2024, the Company’s Compensation Committee held meetings to review and evaluate the Company’s compensation information as follows:
Position Name Actual Attendance
(B)		 Attendance by Proxy Actual Attendance Rate (%)
Member (Convener) Lin Shih-Yi 1 1 50%
Member Ho Li-Fen 2 0 100%
Member Chen Gu-Chuan 2 0 100%
Member Lu Ching-Chun 2 0 100%

Nomination Committee Operations Information

1. Nomination Committee
The Company’s Nomination Committee is composed of all independent directors (4 members). The Committee Chair, Lin Shih-Yi, is an independent director with expertise in law and corporate governance; Ho Li-Fen, an independent director, has extensive experience in corporate auditing, supervision, and accounting; Chen Gu-Chuan, an independent director, has rich experience in clinical testing and company management; Lu Ching-Chun, an independent director, has expertise in financial management, government strategy, risk management, and accounting.

2. Duties of the Nomination Committee
  1. Establish standards for the professional knowledge, skills, experience, gender diversity, and independence required for Board members and senior management, and use these standards to identify, review, and nominate candidates for directors and senior management.
  2. Develop and maintain the organizational structure of the Board and each committee, conduct performance evaluations of the Board, committees, directors, and senior management, and assess the independence of independent directors.
  3. Formulate and periodically review the director training plan and succession plans for directors and senior management.

3. Operation Information of the Nomination Committee
Term of the current committee: August 9, 2024 to July 24, 2027.
In 2024, the Nomination Committee held 2 meetings. The attendance of members is as follows:
Position Name Actual Attendance
(B)		 Attendance by Proxy Actual Attendance Rate (%)
Member (Convener) Lin Shih-Yi 1 1 50%
Member Ho Li-Fen 2 0 100%
Member Chen Gu-Chuan 2 0 100%
Member Lu Ching-Chun 2 0 100%

Nomination Committee Members

Position Name Professional Qualifications and Experience Independence Status
Independent Director
(Convener)		 Lin Shih-Yi Ms. Lin Shih-Yi graduated with a bachelor's degree in Finance and Law from National Chengchi University. She has over 10 years of work experience and holds a lawyer certificate. She has served as Legal Officer at Huizhu Investment Co., Ltd., Real Estate Agent at Master International Real Estate Co., Ltd., and Legal & Regulatory Office Director at Kaibo Co., Ltd.
Ms. Lin has expertise in patent and legal matters.		 Complies with the independence requirements of Article 3 of the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies".
★ Neither she, her spouse, nor relatives within the second degree hold positions as directors, supervisors, or employees of the company or its affiliates.
★ Neither she, her spouse, nor relatives within the second degree (or through others) hold company shares.
★ Has not served as director, supervisor, or employee of companies with a specific relationship with the company.
★ Has not received remuneration for providing business, legal, financial, or accounting services to the company or its affiliates in the past 2 years.
Independent Director Ho Li-Fen Ms. Ho Li-Fen graduated from Feng Chia University with a degree in Banking and Insurance. She has over 30 years of work experience and has served as the Audit Supervisor at Mengli Automation Co., Ltd. since 1989. Ms. Ho has extensive expertise in corporate auditing, supervision, and accounting. Complies with the independence requirements of Article 3 of the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies".
★ Neither she, her spouse, nor relatives within the second degree hold positions as directors, supervisors, or employees of the company or its affiliates.
★ Neither she, her spouse, nor relatives within the second degree (or through others) hold company shares.
★ Has not served as director, supervisor, or employee of companies with a specific relationship with the company.
★ Has not received remuneration for providing business, legal, financial, or accounting services to the company or its affiliates in the past 2 years.
Independent Director Chen Gu-Chuan Mr. Chen Gu-Chuan graduated from Yuanpei University of Medical Technology in Radiology. He has over 30 years of work experience, previously served in the Clinical Laboratory Department of Weigong Hospital, and currently serves as Production and Sales Manager at Wanlong Paper Co., Ltd.
Mr. Chen has rich experience in clinical testing and company management.		 Complies with the independence requirements of Article 3 of the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies".
★ Neither he, his spouse, nor relatives within the second degree hold positions as directors, supervisors, or employees of the company or its affiliates.
★ Neither he, his spouse, nor relatives within the second degree (or through others) hold company shares.
★ Has not served as director, supervisor, or employee of companies with a specific relationship with the company.
★ Has not received remuneration for providing business, legal, financial, or accounting services to the company or its affiliates in the past 2 years.
Independent Director Lu Ching-Chun Ms. Lu Ching-Chun graduated with a master's degree in Management from National Chiao Tung University and a degree in Accounting from Chung Yuan Christian University. She previously served as Assistant Manager in the Audit and Tax Departments at PricewaterhouseCoopers, and currently serves as the Director and Practicing Accountant at Yilong CPA Firm and head of Yilong Management Consulting Co., Ltd.
Ms. Lu has expertise in financial management, government strategy, risk management, and accounting.		 Complies with the independence requirements of Article 3 of the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies".
★ Neither she, her spouse, nor relatives within the second degree hold positions as directors, supervisors, or employees of the company or its affiliates.
★ Neither she, her spouse, nor relatives within the second degree (or through others) hold company shares.
★ Has not served as director, supervisor, or employee of companies with a specific relationship with the company.
★ Has not received remuneration for providing business, legal, financial, or accounting services to the company or its affiliates in the past 2 years.