GOVERNANCE Corporate Governance

• Major Resolutions during the Board of Directors Meetings
  1
.2023.02.24
  • Approved the financial statements of year 2022.
  • Approved the distribution of retained earnings for year 2022.
  • Approved the Tait CPA Independence Evaluation Resolution.
  • Approved the statement of internal control system for year 2022.
  • Approved the establishment to the “Rules Governing Financial and Business Matters Between this Corporation and its Affiliated Enterprises”.
  • Approved the amendments to the “Corporate Governance Principles.”
  • Approved the amendments to the “Sustainable Development Best Practice Principles”
  • Approved loan CNY100 million renewals of Tait SH from Shanghai Songjiang President Enterprises Co., Ltd..
  • Approved the re-election proposal of the Company’s directors (including independent directors).
  • Approved the proposed agenda of 2023 Shareholders’ Meeting.
  • Approved the review of the actual payment of directors' executive remuneration and manager's salary and benefits in 2022; reviewed the 2023 director's executive remuneration and manager's remuneration case; and reviewed the company's 2023 plan to implement various remuneration policies, Institutions, standards and structures.
  • Approved the 2022 employee and director earnings distribution proposal.
  • Approved the Tait director (including independent directors) qualification evaluation proposal.
  • Approved the proposal of the deletion of non-competition promise on company's directors and independent directors in compliance with article 209 of the company law.
  2.2023.05.04
  • Approved the consolidated financial statements for the first quarter of year 2023.
  • Approved Tait Taiwan  100%  directly invests in Tait Sanghai.
  • Approved the amendments to the "Prevention Measures for Insider Trading Management Regulations”.
  • Approved the amendments to the "Corporate Governance Best Practice Principless”.
  • Approved loan CNY100 million renewals of Tait SH from Shanghai Songjiang President Enterprises Co., Ltd..
  • Approved loan renewals of Tait SH from China Trust Commercial Bank(Shanghai).
  • Approved loan renewals of Tait SH from Mega Bank(Kunshan).
  3.2023.05.31
  • Approved the twelfth election of the chairman of the company.
  4.2023.06.13
  • Approved the appointment of members of the 5th Salary and Remuneration Committee of the company.
  • Authorized the chairman the full power to set the record date of distribution of cash dividend.
  • Approved appointment of Tait president.
  5.2023.08.03
  • Approved the consolidated financial statements for the second quarter of year 2023.
  • Approved loan renewals from Mizuho Bank Kaohsiung Branch.
  • Approved the new appointment of the company's information security manager.
  • Approved the execution of the twelfth Board of Directors (including independent directors) remuneration plan of our company.
 6.2023.11.02
  • Approved the 2024 operations plan proposal.
  • Approved the consolidated financial statements for the third quarter of year 2023.
  • Approved internal auditing proposal of year 2024.
  • Approved loan and derivatives renewals from First Bank Tainan Branch.
  • Approved loan and derivatives renewals from Mega International Commercial Bank Tainan Branch.
  • Approved loan renewals from Cooperative. Bank Tainan Branch.
  • Approved the company which purchases and sells goods, conducts labor or technical service transactions with related parties for Y2024.
  • Approved loan NT$200 million renewals to Tone Sang Construction Corp.
  • Approved loan NT$30 million renewals to PRESIDENT PROFESSIONAL BASEBALL TEAM CORP.
 7.2024.02.23
  • Approved the financial statements of year 2023.
  • Approved the distribution of retained earnings for year 2023.
  • Approved the Tait CPA Independence Evaluation Resolution for year 2024.
  • Approved the service fees of PWC for year 2024.
  • Approved the statement of internal control system for year 2023.
  • Approved loan CNY200 million renewals of Tait SH from Shanghai Songjiang President Enterprises Co., Ltd.
  • Approved the reassignment of the Audit supervisor.
  • Approved the proposed agenda of 2024 Shareholders’Meeting.
  • Approved the review of the actual payment of directors' executive remuneration and manager's salary and benefits in 2023; reviewed the 2024 director's executive remuneration and manager's remuneration case; and reviewed the company's 2024 plan to implement various remuneration policies, Institutions, standards and structures.
  • Approved the 2023 employee and director earnings distribution proposal.
  • Approved the proposal of the deletion of non-competition promise on company's directors and independent directors in compliance with article 209 of the company law.
  • Approved the 2022 ESG report.
 8.2024.04.29
  • Approved the consolidated financial statements for the first quarter of year 2024.
  • Approved the amendments to the "Rules of Procedure for Board of Directors Meetings”.
  • Approved the amendments to the "Rules for Performance Evaluation of Board of Directors”.
  • Approved loan renewals of Tait SH from China Trust Commercial Bank(Shanghai).
  • Approved loan renewals of Tait SH from Mega Bank(Kunshan).
  • Approved the modification of Tait's seal custodians list.
 9.2024.05.29
  • Approval of the proposal to set the record date and payment date for the distribution of cash dividends for the year 2023.
  • Approved the list of new reviewers for our company’s Internet banking.
10.2024.07.30
  • Approved the consolidated financial statements for the second quarter of year 2024.
  • Approved the 2023 ESG report
  • Approved the reassignment of the Audit supervisor.
  • Approved loan renewals from Mizuho Bank Kaohsiung Branch.
  • Approved the Repurchase Agreement investments.
11.2024.10.29
  • Approved the 2025 operations plan proposal.
  • Approved the consolidated financial statements for the third quarter of year 2024.
  • Approved internal auditing proposal of year 2025.
  • Approved the Internal Control System Processing Standards Added "Sustainable Information Management Operations".
  • Approved loan and derivatives renewals from First Bank Tainan Branch.
  • Approved loan and derivatives renewals from Mega International Commercial Bank Tainan Branch.
  • Approved loan renewals from Cooperative Bank Tainan Branch.
  • Approved the company which purchases and sells goods, conducts labor or technical service transactions with related parties for Y2025.
  • Approved loan NT$200 million renewals to Tone Sang Construction Corp.
12.2025.02.20
  • Approved the financial statements of year 2024.
  • Approved the distribution of retained earnings for year 2024.
  • Approved the Tait CPA Independence Evaluation Resolution, the Accountant appointment and the service fees of PWC for year 2025
  • Approved the statement of internal control system for year 2024.
  • Approved loan CNY200 million renewals of Tait SH from Shanghai Songjiang President Enterprises Co., Ltd.
  • Approved the amendment to Tait's "Articles of Association"
  • Approved the proposed agenda of 2025 Shareholders’ Meeting.
  • Approved the review of the actual payment of directors' executive remuneration and manager's salary and benefits in 2024; reviewed the 2025 director's executive remuneration and manager's remuneration case; and reviewed Tait's 2025 plan to implement various remuneration policies, Institutions, standards and structures.
  • Approved the 2024 employee and director earnings distribution proposal.
  • Approved the proposal of the deletion of non-competition promise on Tait's directors and independent directors in compliance with article 209 of the company law.
  • Approved the definition of the scope of Tait’s junior employees.
13.2025.04.28
  • Approved the consolidated financial statements for the first quarter of year 2025.
  • Approved  the amendment of Tait’s Internal Control System, including the 'Payroll Processing Cycle' and its related Internal Audit Implementation Guidelines.
  • Approved loan renewals of Tait SH from Mega Bank(Kunshan).
14.2025.05.21
  • Approval of the proposal to set the record date and payment date for the distribution of cash dividends for the year 2024.
15.2025.07.28
  • Approved the consolidated financial statements for the second quarter of year 2025.
  • Approved the company's private placement and public offering and OTC listing
  • Approved the 2024 ESG report
  • Approved loan renewals from Mizuho Bank Kaohsiung Branch
  • Approved the Repurchase Agreement investments.

■  Information of Board Meeting Operation

1. As of publication of the Annual Report, there had been a total of 7 (A) meetings of the Board of Directors over the Y2023~Y2024. Directors attendance
    is detailed below:
Title Name Attendance in Person(B) Proxy Attendance Attendance Rate(%)(B/A)
Chairman UPEC Representative
Jui-Tien Huang
7 0 100%
Director UPEC Representative
Chih-Hsien Lo
7 0 100%
Director UPEC Representative
Tsung-Yi Liu
7 0 100%
Director UPEC Representative
Chia-Ming Chai
7 0 100%
Independent
Director
Chia-Hsun Wu 7 0 100%
Independent
Director
Ying-Chieh Hsu 7 0 100%
Independent
Director
Liang-Chieh Huang 7 0 100%
2. As of publication of the Annual Report, there had been a total of 7 (A) meetings of the Board of Directors over the Y2023~Y2024. Independent
    Directors attendance is detailed below :
Name 2023.02.24
1
2023.05.04
2
2023.05.31
3
2023.06.13
4
2023.08.03
5
2023.11.02
6
2024.02.23
7
Chia-Hsun Wu V V V V V V V
Ying-Chieh Hsu V V V V V V V
Liang-Chieh Huang V V V V V V V

3. As of publication of the Annual Report, there had been a total of 6 (A) meetings of the Board of Directors over the Y2024~Y2025. Directors attendance
    is detailed below:
Title Name Attendance in Person(B) Proxy Attendance Attendance Rate(%)(B/A)
Chairman UPEC Representative
Jui-Tien Huang
6 0 100%
Director UPEC Representative
Chih-Hsien Lo
6 0 100%
Director UPEC Representative
Tsung-Yi Liu
6 0 100%
Director UPEC Representative
Chia-Ming Chai
6 0 100%
Independent
Director
Chia-Hsun Wu 6 0 100%
Independent
Director
Ying-Chieh Hsu 6 0 100%
Independent
Director
Liang-Chieh Huang 6 0 100%
4. As of publication of the Annual Report, there had been a total of 6 (A) meetings of the Board of Directors over the Y2024~Y2025. Independent
    Directors attendance is detailed below :
Name 2024.02.23
1
2024.04.29
2
2024.05.29
3
2024.07.30
4
2024.10.29
5
2025.02.20
6
Chia-Hsun Wu V V V V V V
Ying-Chieh Hsu V V V V V V
Liang-Chieh Huang V V V V V V