Matters to be reviewed by the Audit Committee include:
1. Fair presentation of financial statements
2. Effective enforcement of internal control
3. Adequacy of accounting policies
4. Management of existing or potential risks
5. Material asset or derivative transactions
6. Material loans, endorsements, or guarantees
7. Appointment and removal of financial, accounting, or internal audit officers
8. Selection/Change of certificated public accountants and their independence and performance
9. Performance of Audit Committee's responsibilities
10. Audit Committee Performance Self-assessment Questionnaire
11. Securities offerings or issues
12. Compliance with relevant laws and regulations
Review of financial reports:
The board of directors prepared the 2020 business report, financial statements, and earnings
distribution plan. In particular, Ernst & Young Taiwan has audited the 2020 financial statements,
and issued an audit report. The reports above have been reviewed by the Audit Committee as
correctly portraying the Company's business activities.
Assessment of validity of the internal control system:
The Audit Committee evaluates the validity of the Company's policies and procedures regarding the
internal control system (including finance, operations, risk management, information security,
outsourcing, compliance and other control measures), and reviews the Company's audit department
and certifying CPA as well as regular reports from the management, covering both risk management
and compliance.
Appointment of certifying CPA:
The Audit Committee is tasked with monitoring the independence of the certifying CPA firm for the
purpose of ensuring impartiality in financial statements. In general, apart from tax related
services or specially approved business activities, the certifying CPA firm is not allowed to
provide any other service to the Company. All services provided by the certifying CPA firm must
have the Audit Committee's prior approval.
To ensure independence of the CPA firm, the Audit Committee has followed Article 47 of the
Certified Public Accountant Act and the rules regarding integrity, impartiality, and independence
in No. 10 Bulletin of Norm of Professional Ethics for Certified Public Accountant of the Republic
of China and devised an independence evaluation form. The form is intended to assess the
independence, professional training, and competence of CPAs and whether they are related parties
to or share business or financial interest with the Company. The 33rd meeting of the 5th Audit
Committee on November 27, 2020 and the 33rd meeting of the 5th board of directors on November 27,
2020 reviewed and passed that all certifying CPAs at Ernst & Young Taiwan met the independence
criteria.
◎The Audit Committee meets at least once a quarter and at anytime as needed. The Audit Committee
consists entirely of the independent directors of the Company, and all members recommend one
person as the convener and the chairman.
◎Members of the current committee (starts on May 21, 2021 and ends on May 20, 2024)
Independent Director Lin,Tse-Chun
Independent Director Chiu,Yung-Ho
Independent Director Liu,Tsai-Ching
Independent Director Maa,Kwo-Juh
Independent Director Chen,Ching-Yi
◎The communication methods between independent directors, internal audit manager, and CPA :
A. Communication through Audit Committee, personal meeting, or e-mail:
1. Internal audit manager reports the formulation and the amendment of the internal control
to the Audit Committee.
2. Internal audit manager reports the execution result of the internal control review to the
Audit Committee.
3. Internal audit manager reports the annual audit plan and the audit result to the Audit
Committee.
4. Internal audit manager reports the audit findings and the improvement tracking to the Audit
Committee.
5. Internal audit manager assists the Audit Committee to keep track of the latest Securities
and Exchange Act.
6. Internal audit manager reports the audit result which is assigned by the Audit Committee.
B. Summary of the communication between independent directors and internal audit manager :
The communication between independent directors and internal audit manager was in good order :
| Date | Summary |
| 2020.01.20 | 2019Q4 Follow-up report |
| 2020.04.24 | 2020Q1 Follow-up report |
| 2020.07.24 | 2020Q2 Follow-up report |
| 2020.10.30 | 2020Q3 Follow-up report |
| 2021.01.29 | 2020Q4 Follow-up report |
| 2021.04.23 | 2021Q1 Follow-up report |
C. Summary of the communication between independent directors and CPA :
The communication between independent directors and CPA was in good order :
| Date | Summary |
| 2020.02.21 | CPA discussed the audit report of 2019 annual consolidated financial statements
with independent directors |
| 2020.04.24 | CPA discussed the audit report of 2020Q1 consolidated financial statements
with independent directors |
| 2020.07.24 | CPA discussed the audit report of 2020Q2 consolidated financial statements
with independent directors |
| 2020.10.30 | CPA discussed the audit report of 2020Q3 consolidated financial statements
with independent directors |
| 2021.02.26 | CPA discussed the audit report of 2020 annual consolidated financial statements
with independent directors |
| 2021.04.23 | CPA discussed the audit report of 2021Q1 consolidated financial statements
with independent directors |
