CORPORATE
GOVERNANCE

Diversity of Board Members


  • The Company's Board of Directors is composed of 7 directors (including 3 independent directors).
  • According to Article 20 of the Company's "Corporate Governance Best Practice Principles", the composition of the board of directors shall be determined by taking diversity into consideration, and an appropriate policy on diversity based on the company'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.
  • In order to strengthen the board of directors' function to achieve the ideal goal of corporate governance, the members of the Company's board of directors shall have the knowledge, skills, and experience necessary to perform their duties, and shall possess the following abilities:
    1.Ability to make operational judgments. 2.Ability to perform accounting and financial analysis. 3.Ability to conduct management administration. 4.Ability to conduct crisis management. 5.Knowledge of the industry. 6.An international market perspective. 7.Ability to lead. 8.Ability to make policy decisions.
  •  Board of Directors is composed of diversified, industry experience and professionals. Reaching 95% of the goal.
    • 1.Director concurrently serves as an employee less than 2 persons. Reaching 100% of the goal,%。
    • 2. All seven directors are ROC nationality. Reaching 100% of the goal.%。
    • 3. The Company's directors on average have a term of 6 years or more, and 2 of the independent directors serve for less than 6 years.
    • 4. This composition is 3 independent directors (42.86%) and 1 director as an employee (14.29%).
    • 5. Director members' age range includes 6 directors falling within 51-60 years and 1 director falling within 61-70 years.
    • 6. Currently, there are no female directors, but we plan to invite female directors to join the board in the next re-election. The goal is to achieve more than 30% of female directors. We expect to increase 1 female director at the 8th board meeting in order to achieve the goal.

We also take diversity into consideration and formulate appropriate diversity policy for our own operation, business model and development needs in a timely manner.
Diversity policy and implementation of the Company's current board members are as follows:

Job title Name Nationality Gender Basic Composition
Concurrently
serves as an
employee of the
Company
41-50 years old 51-60 years old 61-70 years old No. of years as an
independent director
3 years
or less
3-9 years 6-9 years
or more
Director Liu Hsin ROC Male
Director Chu Tse Wen ROC Male
Director Chang Chi Hsin ROC Male
Director Lee Yu Shan ROC Male
Independent Director Lai Ju Kai ROC Male
Note1
Independent Director Chen Wei Dar ROC Male
Independent Director Li Yi Kuang ROC Male

(Note) Considering Independent Director Lai Ru Kai's industry knowledge and experience in company operation and management, which bring significant benefits to the Company, although he has consecutively elected as an Independent Director of the Company for three terms, the Company still needs to rely on his profession to provide supervision and professional advice to the board of directors.

Job title Name
Industry Experience Professional ability
Ability to make operational judgments Ability to perform accounting and financial analysis Ability to conduct management administration Ability to conduct crisis management Knowledge of the industry An international market perspective IT technology Finance Law
Director Liu Hsin
Director Chu Tse Wen
Director Chang Chi Hsin
Director Lee Yu Shan
Independent Director Lai Ju Kai
Independent Director Chen Wei Dar
Independent Director Li Yi Kuang

Information on the specific management goals and achievements of the Company's diversity policy:

Management goal Status of achievement
At least one-third of the board of directors have game-related industry knowledge and expertise. Achieved
At least one-third of the independent directors have professional knowledge in technology, finance, law. Achieved
Female directors aim to reach 30% or more. It is expected to increase one female director in the 8th board meeting. Expected to be re-elected in 2025.

Status of independence of the Board of Directors

The Company has 3 independent directors, 2 of whom have a term of office of 3 years and 6 years, respectively, and 1 of whom has a consecutive term of office of 9 years and continues to be elected as an independent director because of his industry profession and experience in company operation and management, which brings significant benefits to the Company, and independent directors account for 42.86% of the total number of members of the board of directors.
ectors account for 42.86% of the total number of members of the board of directors. The independent directors are all qualified under the regulations of the Securities and Futures Bureau of the Financial Supervisory Commission, and all directors are in compliance with Article 26-3, paragraphs 3 and 4 of the Securities and Exchange Act; and not a spouse or a relative within the second degree among the directors.

(Note) Considering that independent director JU KAI LAI possesses industry expertise and management experience beneficial to the company, even though they have been re-elected as an independent director of the company for three consecutive terms, the company continues to rely on their expertise to provide oversight and professional advice to the Board of Directors.

Name Did they or their spouse or any relative within the second degree serve as a director, supervisor, or employee of the Company or any of its affiliates Number and ratio of shares of the Company held by the independent director and their spouse and relatives within the second degree (or through nominees) Serve as a director, supervisor, or employee of any company having a specified relationship with the Company The amount(s) of any pay received by the independent director for any services such as business, legal, financial, or accounting services provided to the Company or any affiliate thereof within the past 2 years
Lai Ju Kai No None No None
Chen Wei Dar No None No None
Li Yi Kuang No None No None