Board of Directors and Functional Committees

董事會及其他功能性委員會

Board of Directors

Audit Committee

Compensation Committee

Board Committee Membership

Independent Directors' Communication with Internal Auditor and CPA

Board of Directors' Performance Evaluation

Board of Directors' Advanced Studies

Board Diversity Policy

The Company has adopted the candidate nomination system for the election of all directors starting from June 2020. In accordance with the provisions in “Corporate Governance Best Practice Principles” of the Company to structuring its board of directors, the Company shall determine the appropriate number of at least 5 directors with reference to the scale of corporate development and operations and the shareholdings of the major shareholders, while taking into account practical operational needs.

Each board member shall have the necessary knowledge, skill, and experience to perform their duties. To realize the ideal of corporate governance, the Board of Directors as a whole shall possess the following abilities:

．The ability to make judgements about operations

．Accounting and financial analysis ability

．Business management ability

．Crisis management ability

．Knowledge of the industry

．International market perspective

．Leadership ability

．Decision-making ability

The diversity of the Board of Directors

Title	Name	Gender	Age				Nationality	Other Position in the Company and other Companies	Independent Director Tenure			Major Expertise
Title	Name	Gender	41-50	51-60	61-70	71-85	Nationality	Other Position in the Company and other Companies	<3 Years	3~9 Years	9 Years >	The ability to make judgments about operations	Accounting and financial analysis ability	Business management ability	Crisis management ability	Knowledge of the industry	International market perspective	Leadership ability	Decision-making ability
Chairman	CHOU,YEOU-YIH	Male				●	R.O.C.	-	-	-	-	●	-	●	●	●	●	●	●
Vice Chairman	CHEN,HSIN-YI	Male			●		R.O.C.	-	-	-	-	-	-	●	-	●	●	●	●
Director	HSIEH,SHIH-FU	Male				●	R.O.C.	-	-	-	-	-	-	-	-	●	●	-	-
Director	FANG,YI-HSIUNG	Male			●		R.O.C.	-	-	-	-	●	-	●	-	●	-	-	●
Director	CHOU,CHUN- KUANG	Male	●				R.O.C.	●	-	-	-	●	-	●	-	●	●	●	-
Director	CHOU,CHUN- HSIEN	Male	●				R.O.C.	●	-	-	-	●	-	●	-	●	●	●	-
Independent Director	LIU,CHUN	Male		●			R.O.C.	-	-	●	-	●	-	●	●	●	●	●	●
Independent Director	HSU,JUI-MAO	Male			●		R.O.C.	-	-	●	-	-	●	-	●	-	●	-	-
Independent Director	LIAO, FU-LUNG	Male			●		R.O.C.	-	●	-	-	-	●	-	●	-	●	-	-
Independent Director	YEH, FU-LING	Female	●				R.O.C.	-	●	-	-	-	-	●	●	●	●	-	-

Zenitron currently has ten directors, including four independent directors, one female director and two employee directors, accounting for 40%, 10% and 20% of all directors respectively.

The specific management objectives and achievement status of the Diversity Policy of the Board of Directors are as follows:
‧ The number of directors concurrently serving as a manager does not exceed one third of all directors - Achieved
‧ Adding one female director, building gender equality in the composition of board members - Achieved
‧ The independent directors does not serve more than three terms - Achieved