Board Diversity Policy

(a) Board of Directors
According to memorandum of association, set up seven directors to organize the board of directors，the election of directors adopted the candidate nomination system stipulated in Article 192-1 of the Company Act.。
List of board members 董事名單.pdf，please search 5452 in MOPS.

●Performance evaluation of board of directors

Performance evaluation is carried out by the General Management Office.According to “Rules of Performance Evaluation of Board of Directors”, regularly performance self-evaluation of the board of directors and functional committees will implemented every year.

Since the new director was elected at the 2022/06/20 shareholders meeting, the term of office is from 2022/06/20 to 2025/06/19, and the performance evaluation of the board of directors is currently being processed; the performance evaluation results are expected to be submitted to the first board of directors meeting in 2023.

●Implementation of Diversity Policy for Board Members

According to regulation of ”Corporate Goverance Best Practice Principle ”Chapter 3 No.20，an appropriate policy on diversity based on the UNIC’s business operations, operating dynamics, and development needs be formulated , in order to achieve the goal of corporate governance, the board of directors as a whole should have the knowledge, skills and accomplishments necessary to perform their duties. The capabilities are as follows:
1.Ability to make operational judgments.                                     5.Knowledge of the industry

2.Ability to perform accounting and financial analysis.           6.An international market perspective.

3.Ability to conduct management administration.                    7. Ability to lead.

4.Ability to conduct crisis management.                                       8.Ability to make policy decisions.

In order to enhance the performance and achieve the above goal, the composition of the board of directors shall be determined by taking diversity into consideration , a spousal relationship or a familial relationship within the second degree of kinship may not exist among more than half of the directors，an appropriate policy on diversity based on the UNIC’s business operations, operating dynamics, and development needs be formulated and include, without being limited to, the following two general standards:
1.Basic requirements and values: Gender, age, nationality, and culture.
2.Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance,

marketing, technology), professional skills, and industry experience.

The implementation of UNIC, the board of directors has a total of 7 members, including 2 directors with employee status and 3 independent directors. The professional fields of each director cover the work experience and expertise required by chemistry, finance, accounting, operation management or company business. The age distribution of board members is as follows: 1 person is 31-40 years old, 2 people are 51-60 years old, 2 people are 61-70 years old, and 2 people are over 71 years old. Among the three independent directors, one has a tenure of more than three years, and two have a tenure of more than half a year. UNIC has always paid attention to gender equality of members of the board of directors. At this stage, the ratio of 1 female director is 14%.

(b)Remuneration Committee
Responsibilities for：Periodically reviewing this Charter and making recommendations for amendments.、establishing and periodically reviewing the performance assessment standards, annual and long-term performance goals, and the policies, systems, standards, and structure for the compensation of the directors, supervisors, and managerial officers of this Corporation、periodically assessing the degree to which performance goals for the directors, supervisors, and managerial officers of this Corporation have been achieved, setting the types and amounts of their individual compensation based on the results of the reviews conducted in accordance with the performance assessment standards.
List of Remuneration of Commottee薪資報酬委員會名單.pdf , please search 5452 in MOPS.

●Remuneration of Committee performance evaluation
1.The measurement items of the performance evaluation of the Remuneration of Committee included five         aspects:

•Involvement in company operations.

•Improve the quality of decision-making of the committee.

• Committee composition.

• Selection and continuing education of committee members.

• Internal control.

2.The performance evaluation of the Remuneration of Committee is carried out by the General Management Office, which regularly evaluates the operation of the committee to each committee member by means of questionnaires in accordance with the “Rules of Performance Evaluation of Board of Directors”,. Performance evaluation results will be used as the basis for UNIC review and improvement

Since the new Remuneration Committee was elected by the interim board of directors on 2022/06/20, the term of office is from 2022/06/20 to 2025/06/19, and the performance evaluation of the Remuneration Committee is currently being processed; the performance evaluation results are expected to be submitted to the first board of directors meeting in 2023.

(c)Audit Committee
The main function of the Audit Committee is to supervise the following matters: Fair presentation of the financial reports of this corporation、the hiring (and dismissal), independence, and performance of certificated public accountants of company、the effective implementation of the internal control system of this company、compliance with relevant laws and regulations by company.
List of Audit Commottee 審計委員會名單.pdf，please search 5452 in MOPS.

●Audit Committee performance evaluation
1.The measurement items of the performance evaluation of the Remuneration of Committee included five         aspects:

•Involvement in company operations.

•Improve the quality of decision-making of the committee.

• Committee composition.

• Selection and continuing education of committee members.

• Internal control.

2.The performance evaluation of the Audit Committee is carried out by the General Management Office, which regularly evaluates the operation of the committee to each committee member by means of questionnaires in accordance with the “Rules of Performance Evaluation of Board of Directors”,. Performance evaluation results will be used as the basis for UNIC review and improvement

Since the new Audit Committee was elected by the interim board of directors on 2022/06/20, the term of office is from 2022/06/20 to 2025/06/19, and the performance evaluation of the Audit Committee is currently being processed; the performance evaluation results are expected to be submitted to the first board of directors meeting in 2023.

●Communication policy between independent directors, audit committees, internal audit supervisors and accountants：公司治理網頁\獨立董事、審計委員與內部稽核主管及會計師之溝通政策.pdf

(d) Chief Corporate Governance Officer
In order to protect the interests of shareholders and strengthen the functions of the board of directors，The Board of Directors passed the resolution to appoint Assistant Vice President Shu-Ling Yang as the corporate governance officer on 2021/08/06.The person has at least three years of experience in working as a chief financial accounting officer at a publicly listed company，handling of matters relating to board of directors meetings and shareholders meetings in compliance with law、preparation of minutes of the board of directors meetings and shareholders meetings、assistance in onboarding and continuing education of the directors、provision of information required for performance of duties by the directors、assistance in the directors’ compliance of law etc..

CPE in 2021：
Follow “Taipei Exchange Directions for Compliance Requirements for the Appointment and Exercise of Powers of the Boards of Directors of TPEx Listed Companies” No.24，A TPEx listed company shall arrange for continuing professional education (CPE) for its chief corporate governance officer. A chief corporate governance officer shall complete a minimum of 12 CPE hours per year, except that an initially appointed chief corporate governance officer shall complete a minimum of 18 CPE hours within 1 year from the date of appointment, The details are as follows：

Corporate Governance Operation and Implementation in 2022
1.Irregularly compile the latest laws and regulations related to the company’s business field and corporate governance, provide reference for directors, or assist directors to understand the laws and regulations that should be followed when performing business according to directors’ requirements. Confirm that the convening of the company’s shareholders’ meeting and board of directors complies with relevant laws and regulations and corporate governance norms.
2.Provide the company information required by the directors, and assist the directors to communicate and communicate with the business executives.
3.there are independent directors and the assessment results are as follows
4.Assist the company in arranging at least 6 hours of refresher courses for board members。
5.Confirm that the company has handled the “Directors and Supervisors Liability Insurance” limit of USD8 million for the members of the board of directors, and has reported to the board of directors on 2021/12/23, and has completed the renewal of the insurance。
6.Draft the annual work plan of the board of directors and each functional committes, and consult the opinions of all directors before the meeting to work out the agenda, and send the meeting notice by e-mail at least seven days before, and provide sufficient meeting documents to help directors understand the relevant topics content, if there is a director who needs to avoid interests in the topic, she will reminded in advance; and the minutes of the meeting will be prepared within the statutory time limit. In 2021, 6 meetings of the board of directors and 2 meetings of the remuneration committee were holded. For the details of the above meetings, please refer to the company website and annual reports.
7.Handle the pre-registration of the date of the shareholder meeting according to the law, and prepare the meeting notice, meeting manual, meeting minutes and other meeting documents within the statutory time limit.(The date of the 2021 annual shareholders meeting is 2021/07/22 )
8.Confirm that the convening, resolution procedures, and minutes of the board of directors and shareholders’ meetings comply with relevant laws and regulations and corporate governance codes。
9.Handle change registration affairs.
10.Maintain investor relations：Update the company’s website information from time to time, so that investors can understand the company’s financial, business and corporate governance and other related information, so as to protect the rights and interests of shareholders

(e) Internal Audit Organization and Operation: https://www.unicgroup.com/audit/

(f) Relevant rules and regulations：https://www.unicgroup.com/regulation/