Investor

Functional Committee

Audit Committee
The Audit Committee consists of three Independent Directors, one of whom serves as the convener. The Committee’s primary role is oversight, assisting the Board of Directors in supervising the quality and integrity of the Company’s accounting, audit, financial reporting processes, and financial controls. Its responsibilities also include the appointment (and dismissal), independence, and performance of the external certified public accountants; the appointment and dismissal of the heads of finance, accounting, or internal audit; the effective implementation of internal controls; legal and regulatory compliance; and the management of the Company’s existing or potential risks.

The Audit Committee convenes at least once per quarter. Key matters reviewed include:

Establishment or amendment of the internal control system in accordance with Article 14-1 of the Securities and Exchange Act.
Assessment of the effectiveness of the internal control system.
Establishment or amendment of procedures for material financial and business activities—including acquisition or disposal of assets, derivatives trading, loans of funds to others, endorsements/guarantees for others—pursuant to Article 36-1 of the Securities and Exchange Act.
Matters involving conflicts of interest of directors.
Material asset transactions or derivatives transactions.
Material loans of funds, endorsements, or guarantees.
Public offering, issuance, or private placement of equity-type securities.
Appointment, dismissal, or remuneration of external certified public accountants.
Appointment or dismissal of the heads of finance, accounting, or internal audit.
Annual financial reports signed or sealed by the Chairperson, managerial officers, and chief accounting officer, and second-quarter financial reports that require CPA review and attestation.
Other material matters as required by the Company or competent authorities.

Committee Members

Role	Name	Education	Experience	Current Positions
Convener	Yung-Ming Hsieh (Independent Director)	Ph.D., Accounting, National Taiwan University	-Professor, Dept. of Accounting, Soochow University -Independent Director, Mandarin Airlines Co., Ltd.	-Professor, Dept. of Accounting, Soochow University; -Independent Director, Mandarin Airlines Co., Ltd.
Member	Yao-Kuei Hsiao (Independent Director)	Ph.D., Polymer Engineering, National Taiwan University of Science and Technology	– President, Plastics Industry Development Center (PIDC) (since 2015/12/25) – Director, Taiwan Chemical Industry Association (since 2016/01/01) – Director, Polymer Society of the Republic of China (since 2015/03/01) – Director, Taiwan Testing and Certification Association (since 2015/12/25) – Chair, SPE Taiwan (2014/06/01–2020/05/31) – VP, PIDC (2003/01/01–2015/12/24) – Manager, R&D Dept., PIDC (1996/12/01–2002/12/31)	– President, PIDC – Director, Taiwan Chemical Industry Association – Director, Taiwan Testing and Certification Association – Adjunct Professor, Dept. of Chemical & Materials Engineering, Tunghai University – Independent Director, Hong Jing Precision Co., Ltd. (7769) – Independent Director, Tong-Kai Co., Ltd. (4536)
Member	Jian-Ming Li (Independent Director)	Ph.D., Chemistry, Tandon School of Engineering, New York University	– Asia Regional Manager, Ciba Specialty Chemicals Inc. – General Manager of subsidiaries, ViewSonic Group (Sintech Technology Corp. / Opti International Corp., Taiwan) – Deputy General Manager, Marketing & Procurement, Zhan Mao Optronics – BU General Manager, Asia Chemical Group – General Manager, LG Display Taiwan – Deputy GM, Automotive BU, TPK Holding Co., Ltd. (2018/01/01–2023/12/21)	– General Manager, Hongtong Technology (Xiamen) Co., Ltd. – Independent Director, Zhaoli Technology Industrial Co., Ltd.

Audit Committee Operations

Fiscal Year 114 : 5 meetings in total — key resolutions and attendance of Independent Directors

Attendance

Title	Name	Meetings Attended	Attendance Rate (%)
Independent Director	Yung-Ming Hsieh	6	100%
Independent Director	Jian-Ming Li	6	100%
Independent Director	Yao-Kuei Hsiao	6	100%

Date	Meeting	Agenda Items under Article 14-5 of the Securities and Exchange Act – Agenda Content and Follow-up	Resolutions Approved by ≥2/3 of All Directors without Audit Committee Approval
114.03.11	Audit Committee – FY114 1st Meeting	1. The Company’s FY113 Business Report, Separate Financial Statements, and Consolidated Financial Statements 2. FY113 Earnings Distribution Proposal 3. FY113 Employee and Director Remuneration Amounts and Distribution Method 4. Proposal for the FY113 “Statement on Internal Control System” 5. Partial Amendments to the Company’s Articles of Incorporation 6. Re-election of Directors and Independent Directors 7. Proposal to Lift Non-competition Restrictions for Newly Elected Directors (including Independent Directors) and Their Representatives 8. Proposal to Set the Date, Venue, and Agenda for the FY114 Annual Shareholders’ Meeting 9. Discussion of Endorsements and Guarantees 10. Partial Amendments to the “Procedures for Acquisition or Disposal of Assets” 11. Personnel Change of the Head of Finance	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
114.05.05	Audit Committee – 2nd Meeting	1. FY114 Q1 Consolidated Financial Statements 2. Discussion of Endorsements and Guarantees 3. Nomination of Director (Independent Director) Candidates	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
114.06.16	Audit Committee – 3rd Meeting	Election of the Convener of the Second Audit Committee	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
114.08.12	Audit Committee – 4th Meeting	1. FY114 Q2 Consolidated Financial Statements 2. FY113 Sustainability Report Proposal 3. Discussion of Endorsements and Guarantees 4. Subsidiary UNIC Hong Kong Limited: Adoption of “Procedures for Loans of Funds to Others” 5. Great-grandchild company Suzhou Huancai Technology Co., Ltd.: Adoption of “Procedures for Endorsements and Guarantees” 6. Great-grandchild company Fuqing UNIC New Materials Co., Ltd.: Adoption of “Procedures for Endorsements and Guarantees”	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
114.11.07	Audit Committee – 5th Meeting	1. FY114 Q3 Consolidated Financial Statements 2. Partial Amendments to the “General Principles for Pre-approval of Non-assurance Services” 3. Proposal to Acquire Equity of Unic Technology (Malaysia) Sdn. Bhd. from UNIC GROUP (CAYMAN) CORP. 4. Discussion of Endorsements and Guarantees 5. Definition and Scope of “Baseline Employees” 6. Partial Amendments to “Internal Control System – Payroll Cycle”	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
114.12.22	Audit Committee – 6th Meeting	1. Adoption of the Audit Office’s “FY115 Internal Audit Plan” 2. Discussion of Endorsements and Guarantees 3. Partial Amendments to the “Personal Data Protection Management Policy” 4. Adoption of the “Human Rights Policy”5. Personnel Change of the Head of Finance	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by al

Fiscal Year 113 : 5 meetings in total — key resolutions and attendance of Independent Directors

Attendance

Title	Name	Actual Attendance	Attendance Rate (%)
Independent Director	Yung-Ming Hsieh	5	100%
Independent Director	Jian-Ming Li	5	100%
Independent Director	Yao-Kuei Hsiao	5	100%

Date	Meeting	Agenda Items under Article 14-5 of the Securities and Exchange Act – Agenda Content and Follow-up	Resolutions Approved by ≥2/3 of All Directors without Audit Committee Approval
113.03.14	Audit Committee – 1st Meeting	1. FY112 Employee and Director Remuneration Amounts and Distribution Method2. FY112 Business Report, Separate Financial Statements, and Consolidated Financial Statements3. FY112 Earnings Distribution Proposal4. Partial Amendments to the “General Principles for Pre-approval of Non-assurance Services”5. Proposal for the FY112 “Statement on Internal Control System”6. Amendments to “Financing Management Cycle”7. Amendments to “Other Management Operations”8. Amendments to “Investment Management Cycle”9. Partial Amendments to the Articles of Incorporation10. Proposal for Convening the FY113 Annual Shareholders’ Meeting11. Discussion of Endorsements and Guarantees	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
113.05.14	Audit Committee – 2nd Meeting	1. FY113 Q1 Consolidated Financial Statements2. Amendments to the “Corporate Governance Best Practice Principles”3. Discussion of Endorsements and Guarantees for Major Subsidiary UNIC TECHNOLOGY (THAILAND) CO., LTD.4. Discussion of Endorsements and Guarantees5. Amendments to Internal Control – Procurement and Payment Cycle6. Amendments to Internal Control – Property, Plant and Equipment Cycle	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
113.08.13	Audit Committee – 3rd Meeting	1. FY113 Q2 Consolidated Financial Statements2. Amendments to the Accounting System3. Amendments to the “Supervision of Subsidiaries Policy”4. Private Placement Investment in Xiangyao Industrial Co., Ltd.5. Change of Custodian for Endorsement and Guarantee Seal	None
		Audit Committee Resolution: Item 4 was recommended by Independent Directors for further discussion at the next meeting; remaining items approved unanimously.Board Handling: Approved unanimously by all attending directors.
113.11.11	Audit Committee – 4th Meeting	1. Private Placement Investment in Xiangyao Industrial Co., Ltd.2. FY113 Q3 Consolidated Financial Statements3. Partial Amendments to the “General Principles for Pre-approval of Non-assurance Services”4. Investment in Rongye Computing Power Technology Co., Ltd.5. Subsidiary UNIC (Suzhou) Technology Materials Co., Ltd.: Adoption of “Procedures for Loans of Funds to Others”6. Subsidiary UNIC Thailand Co., Ltd.: Adoption of “Procedures for Loans of Funds to Others”7. Discussion of Endorsements and Guarantees8. Personnel Change of Head of Internal Audit	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
113.12.30	Audit Committee – 5th Meeting	1. Adoption of the Audit Office’s “FY114 Internal Audit Plan”2. Adoption of the “Sustainability Information Management Procedures” and Addition of AD-18 Sustainability Information Control to “Internal Control – Other Management Operations Cycle”3. Partial Amendments to the “Employee Code of Ethical Conduct”	1. Personnel Change of Head of Accounting2. Personnel Change of Head of Finance
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.

Fiscal Year 112 : 5 meetings in total — key resolutions and attendance of Independent Directors

Attendance

Title	Name	Actual Attendance	Attendance Rate (%)
Independent Director	Yung-Ming Hsieh	5	100%
Independent Director	Jian-Ming Li	5	100%
Independent Director	Yao-Kuei Hsiao	5	100%

Date	Meeting	Agenda Items under Article 14-5 of the Securities and Exchange Act – Agenda Content and Follow-up	Resolutions Approved by ≥2/3 of All Directors without Audit Committee Approval
112.03.29	Audit Committee – 1st Meeting	1. The Company’s FY111 Business Report, Separate Financial Statements, and Consolidated Financial Statements2. FY111 Earnings Distribution Proposal3. Proposal for the FY111 “Statement on Internal Control System”4. Proposal to Set the Date, Venue, and Agenda for the FY112 Annual Shareholders’ Meeting5. Discussion of Endorsements and Guarantees	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
112.05.08	Audit Committee – 2nd Meeting	1. Change of Certified Public Accountant in Response to Internal Adjustments at the Accounting Firm2. Assessment of the Independence of the Certified Public Accountant and Discussion of Audit Fees for Audit Services Provided by KPMG for FY112–FY1143. FY112 Q1 Consolidated Financial Statements4. Partial Amendments to the “General Principles for Pre-approval of Non-assurance Services”5. Personnel Change of the Head of Internal Audit	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
112.08.11	Audit Committee – 3rd Meeting	1. FY112 Q2 Consolidated Financial Statements2. Confirmation that Overdue Accounts Receivable of Subsidiary UNIC GROUP (H.K) Limited as of June 30, FY112 Do Not Constitute Loans of Funds3. Discussion of Endorsements and Guarantees4. Amendments to the Written “Internal Audit System”	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
112.11.09	Audit Committee – 4th Meeting	1. FY112 Q3 Consolidated Financial Statements2. Partial Amendments to the “Supervision of Subsidiaries Policy”3. Partial Amendments to the “Procedures for Acquisition or Disposal of Assets”4. Discussion of Adoption of “Procedures for Endorsements and Guarantees” by Grandchild Company UNIC (Suzhou) Technology Materials Co., Ltd.5. Discussion of Endorsements and Guarantees6. Personnel Change of the Acting Spokesperson	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.
112.12.26	Audit Committee – 5th Meeting	1. Adoption of the Audit Office’s “FY113 Internal Audit Plan”2. Adoption of the “FY113 Budget Plan”3. Discussion of Endorsements and Guarantees	None
		Audit Committee Resolution: Approved unanimously by all attending members.Board Handling: Approved unanimously by all attending directors.

Compensation Committee

To strengthen corporate governance and establish a sound remuneration system for directors and managerial officers, the Company resolved at a Board meeting on December 30, ROC Year 100 to establish the Compensation Committee and adopt its organizational charter. Three Independent Directors were appointed as members.

The Committee assists the Board in formulating and periodically reviewing policies, systems, standards, and structures for performance evaluation and remuneration of directors and managerial officers.

Current term: June 16, ROC Year 114 to June 15, ROC Year 117
FY113 meetings held: 3 meetings, reviewing matters related to director and managerial remuneration, all of which were submitted to the Board for final approval after committee review.

Committee Composition

Position	Name	Education	Experience	Current Positions
Convener	Yung-Ming HsiehIndependent Director	Ph.D. in Accounting, Department of Accounting, National Taiwan University	– Professor, Department of Accounting, Soochow University – Independent Director, Mandarin Airlines Co., Ltd.	– Professor, Department of Accounting, Soochow University – Independent Director, Mandarin Airlines Co., Ltd.
Member	Yao-Kuei HsiaoIndependent Director	Ph.D. in Polymer Engineering, National Taiwan University of Science and Technology	– President, Plastics Industry Development Center (PIDC) (2015/12/25–Present) – Director, Taiwan Chemical Industry Association (2016/01/01–Present) – Director, Polymer Society of the Republic of China (2015/03/01–Present) – Director, Taiwan Testing and Certification Association (2015/12/25–Present) – Chairman, Society of Plastics Engineers Taiwan (SPE Taiwan) (2014/06/01–2020/05/31) – Vice President, PIDC (2003/01/01–2015/12/24) – Manager, R&D Division, PIDC (1996/12/01–2002/12/31)	– President, PIDC– Director, Taiwan Chemical Industry Association – Director, Taiwan Testing and Certification Association – Adjunct Professor, Department of Chemical Engineering and Materials Science, Tunghai University – Independent Director, Hong Jing Precision Industry Co., Ltd. (TWSE: 7769) – Independent Director, Tokiwa Industry Co., Ltd. (TWSE: 4536)
Member	Jian-Ming LiIndependent Director	Ph.D. in Chemistry, NYU Tandon School of Engineering	– Asia Regional Manager, Ciba Specialty Chemicals Inc. – General Manager of Subsidiaries, ViewSonic Group (Sintech Technology Corp. / Opti International Corp., Taiwan) – Vice President, Marketing & Procurement, Chunghwa Picture Tubes, Ltd. – Business Unit General Manager, Asia Chemical Group – General Manager Taiwan, LG Display – Vice President, Automotive Business Unit, TPK Holding Co., Ltd. (2018/01/01–2023/12/21)	– General Manager, Hongtong Technology (Xiamen) Co., Ltd. – Independent Director, Zhaoli Technology Industrial Co., Ltd.

Operation of the Remuneration Committee

FY 114 (ROC Year 114)

In FY 114, the Remuneration Committee convened four (4) meetings. Attendance of Independent Directors and major resolutions are as follows:

Title	Name	Actual Attendance	Attendance Rate (%)
Convener	Yung-Ming Hsieh	4	100%
Independent Director	Jian-Ming Li	4	100%
Independent Director	Yao-Kuei Hsiao	4	100%

Date	Meeting	Agenda Items	Resolution Results
114/03/11	5th Term, FY114 – 1st Meeting	1. Review of FY113 year-end bonuses for senior management. 2. Personnel change of the Chief Financial Officer.	Approved unanimously by all attending members and submitted to the Board for resolution.
114/06/16	6th Term, FY114 – 1st Meeting	Election of the Convener of the 6th Remuneration Committee.	All members present voted unanimously to elect Mr. Yung-Ming Hsieh as Convener, responsible for convening and chairing committee meetings.
114/08/12	6th Term, FY114 – 2nd Meeting	1. Distribution of FY113 directors’ remuneration. 2. Distribution of FY113 employee remuneration for managerial officers.	Approved unanimously by all attending members and submitted to the Board for resolution.
114/12/22	6th Term, FY114 – 3rd Meeting	Personnel change of the Chief Financial Officer.	Approved unanimously by all attending members and submitted to the Board for resolution.

Communication Between Independent Directors, Internal Audit, and External Auditors

Independent Directors communicate with the Internal Audit function primarily via instant messaging platforms, email, and meetings. Communications occur at least monthly via email and quarterly via meetings, focusing on audit progress, key audit findings, and improvement measures based on recommendations from Independent Directors.

FY 113 Communication Records

Date	Communication Method	Participants	Topics	Outcomes
113/02/26	Email	Independent Directors Yung-Ming Hsieh, Yao-Kuei Hsiao, Jian-Ming Li; Head of Internal Audit	January FY113 audit report submission	All Independent Directors acknowledged receipt and expressed no objections.
113/03/26	Email	Same as above	February FY113 audit report submission	No objections raised.
113/03/14	Audit Committee (1st)	Independent Directors; Head of Internal Audit	Internal audit report, FY112 internal control self-assessment, issuance of internal control statement, amendments to internal control system	Independent Directors provided guidance and recommendations for follow-up actions.
113/04/02	Email	Same as above	March FY113 audit report submission	No objections raised.
113/05/08	Email	Same as above	April FY113 audit report submission	No objections raised.
113/05/14	Audit Committee (2nd)	Independent Directors; Head of Internal Audit	Internal audit report and amendments to internal control systems	Independent Directors provided guidance and recommendations.
113/06/12	Email	Same as above	May FY113 audit report submission	No objections raised.
113/07/10	Email	Same as above	June FY113 audit report submission	No objections raised.
113/08/16	Email	Same as above	July FY113 audit report submission	No objections raised.
113/08/13	Audit Committee (3rd)	Independent Directors; Head of Internal Audit	Internal audit report	Independent Directors provided guidance on execution priorities.
113/08/28	Email	Same as above	August FY113 audit report submission	No objections raised.
113/10/31	Email	Same as above	September FY113 audit report submission	No objections raised.
113/11/11	Audit Committee (4th)	Independent Directors; Head of Internal Audit	Internal audit report; personnel change of audit head	Independent Directors provided guidance on follow-up actions.
113/12/02	Email	Same as above	October FY113 audit report submission	No objections raised.
113/12/30	Audit Committee (5th)	Independent Directors; Head of Internal Audit	Internal audit report; FY114 audit plan; amendments to internal control – sustainability information management	Independent Directors advised strengthening audit measures for Mainland China subsidiaries based on risk assessment.
114/01/03	Email	Same as above	November FY113 audit report submission	No objections raised.
114/01/23	Email	Same as above	December FY113 audit report submission	No objections raised.

Communication Among Independent Directors, Corporate Governance Management, and External Auditors

Independent Directors, corporate governance management, and external auditors conduct at least one communication meeting annually. Key discussion topics include the financial and operational status of the Company and its subsidiaries, materiality considerations, audit scope, audit findings, and recent regulatory updates.

In the event of any significant irregularities, the external auditors may convene meetings or conduct discussions with the Independent Directors and corporate governance management at any time through appropriate means.

Communication Records

Date	Communication Method	Participants	Discussion Topics	Outcomes
113/11/11	Audit Committee Meeting	Independent Directors Yung-Ming Hsieh, Yao-Kuei Hsiao, Jian-Ming Li; CPAs Hsiao-Ling Chiang, Shu-Ling Lien	1. Interim audit report 2. Key audit matters 3. Annual audit timetable 4. Annual audit scope 5. Updates on significant accounting standards or interpretations, securities regulations, and tax laws	No comments were raised during the meeting; Independent Directors had no objections.
114/03/11	Audit Committee Meeting	Independent Directors Yung-Ming Hsieh, Yao-Kuei Hsiao, Jian-Ming Li; CPAs Hsiao-Ling Chiang, Shu-Ling Lien	Communication regarding ethics and independence; firm quality management system; types of audit opinions to be issued; key audit matters; annual audit scope; annual audit findings; Controlled Foreign Corporation (CFC) issues; major securities regulations updates; other matters	No comments were raised during the meeting; Independent Directors had no objections.