Data time: 2023/6/21

Major shareholders	Number of shares held	Shareholding ratio
Tairoun Investment Co., Ltd.	16,013,325	9.04%
Qian Ming Investment Co., Ltd.	13,869,589	7.83%
Beanli Investments Co., Ltd.	7,924,000	4.47%
Chen Weirang	6,880,720	3.89%
Quansheng Investment Co., Ltd.	5,580,382	3.15%
Chen Weigong	5,526,650	3.12%
Chen Lin hui-pin	4,957,478	2.80%
Chen Peihua	4,493,895	2.54%
Chen Peizhen	4,436,992	2.51%
Chen Yingming	2,592,876	1.46%

The following matters should be discussed at the Board of Directors meeting of our company:

1. The companys operational plans.

2. Annual financial reports.

3. Formulation or amendment of internal control systems and assessment of the effectiveness of internal control systems.

4. Establishment or amendment of procedures for significant financial transactions, such as acquiring or disposing of assets, engaging in derivative transactions, lending funds to others, endorsing for others, or providing guarantees.

5. Fundraising, issuance, or private placement of equity securities.

6. Appointment, dismissal, or remuneration of auditors.

7. Appointment or removal of financial, accounting, or internal audit executives.

8. Donations to related parties or significant donations to non-related parties. However, in the case of charitable donations for urgent relief efforts due to significant natural disasters, approval may be sought at the next Board of Directors meeting.

9. Other matters required by laws, regulations, or articles of incorporation to be resolved by the shareholders meeting or the Board of Directors, or significant matters stipulated by regulatory authorities.

20th members

Job Title	Name	Primary Academic and Professional Background
Chairman	Kevin Chen	Master's degree from Waseda University
Vice Chairman	Chen Pei-Hua	Graduated from the University of Pennsylvania
Director	Representative of BEANLI INVESTMENTS CO., LTD.：Chen Weigong	PhD in Engineering from the University of Minnesota
Director	Representative of Quansheng Investment Co., Ltd. Chen Yingming	Graduated from the Department of Agriculture, Tokyo University of Agriculture
Director	Chen Yu-Neng (Note 1)	Master's degree in Agricultural Economics from National Taiwan University
Director	Zhou Yikuan	Graduated from Department of Agronomy, National Taiwan University
Director	Lin Yong-Fu	Master's degree in Business Administration from National Yunlin University of Science and Technology
Director	Fang Pinghe	Graduated from National Taiwan University Business School
Director	Ms. Huang Huiling	Graduated from the Business Department of National Taiwan University
Director	Quansheng Investment Co., Ltd.	-
Independent Director	Wu Yongsen	Graduated from the Accounting Department of Soochow University
Independent Director	Wu Dongming	Master of Accountancy, University of Illinois
Independent Director	Chen Chunjie	Graduated from Taiwan Provincial Keelung Maritime School
Note 1: By-election on 2022/6/29 for the 20th session of directors.

21th members

Job Title	Name	Primary Academic and Professional Background
Chairman	Ying-Chieh Chen	MBA from the University of California-Berkeley
Director	Ying-Kai Chen	Master's degree from Waseda University
Director	Ping-He Fang	Bachelors of Business Administration, National Taiwan University
Director	Di-Chen Huang	Bachelor, Chinese Culture University
Director	Chien Ming Investment Co., Ltd. ( Ying Ming Chen)	Department of Agriculture, Tokyo University of Agriculture
Director	Tairoun Investment Co., Ltd. (I Kuan Chou)	Department of Agronomy, National Taiwan University
Independent Director	Chun-Chieh Chen	National Keelung Maritime Vocational High School
Independent Director	Yeh-Hsin Chen	Master's degree of Laws, National Chengchi University
Independent Director	Chen-Tsang Lin	Master's degree of Accounting, National Taiwan University

Board member attendance status in 2023
 

Job Title	Name	Meeting Frequency	Actual Attendance	Actual Attendance (Excluding Proxy attendance)
Chairman	Ying-Kai Chen	20	20	100%
Vice Chairman	Pei-Hwa Chen	20	20	100%
Director	Bay&Lake Investment Co., Ltd. (Wei-Kong Chen)	20	20	100%
Director	Chien-Ming Investment Co., Ltd. (Ying-Ming Chen)	20	17	85%
Director	Yuh-Neng Chen	13	13	100%
Director	I-Kuan Chou	20	18	90%
Director	Yung-Fu Lin	20	19	95%
Director	Ping-He Fang	20	17	85%
Director	Hui-Lin Huang	20	20	100%
Director	Chyuan-Sheng Investment Co., Ltd.	20	20	100%
Independent Director	Yung-Sun Wu	20	20	100%
Independent Director	Dong-Ming Wu	20	20	100%
Independent Director	Chun-Chieh Chen	20	18	90%

Board of Directors Diversity: According to Article 20 of our company's Corporate Governance Guidelines, the composition of the Board of Directors should consider diversity. A suitable diversity policy should be formulated based on the board's own operations, business model, and development needs. This policy should include, but not be limited to, the following two major dimensions:

1. Basic Conditions and Values: Gender, age, nationality, and culture, among others.

2. Professional Knowledge and Skills: Professional backgrounds (such as law, accounting, industry, finance, marketing, or technology), professional skills, and industry experience, among others. Board members should generally possess the knowledge, skills, and qualities necessary for performing their duties.

To achieve the ideal goal of corporate governance, the board as a whole should have the following capabilities:

1. Operational judgment.

2. Accounting and financial analysis.

3. Business management.

4. Crisis management.

5. Industry knowledge.

6. International market outlook.

7. Leadership.

8. Decision-making.

Independence of the Board: In our company, all three independent directors have served consecutive terms of no more than three sessions, constituting 25% of the board seats. Two directors within the board have a second-degree or closer family relationship, constituting 17% of the board seats. There are three directors who concurrently serve as employees or executives, constituting 25% of the board seats. Two female directors make up 17% of the board seats. The implementation of board diversity in our company is as follows: [Additional information on how board diversity is implemented can be provided here.

Management Goals	Achievement Status
Directors concurrently serving as company executives shall not exceed one-third of the total number of director seats.	Achieved. There are four directors concurrently serving as company executives, accounting for 31% of the board seats, which does not exceed one-third of the director seats.
Independent directors shall not serve consecutive terms exceeding three sessions.	Achieved. All three independent directors have not exceeded three consecutive terms in office.
There must be at least one female director among the board members.	Achieved. There are two female directors, accounting for 15% of the board seats.
There must be at least one director with a financial accounting background among the board members.	Achieved. There are a total of four directors with a financial accounting background.
There must be at least two directors with relevant industry management experience among the board members.	Achieved. There are a total of seven directors with relevant industry management experience.

 
Succession Planning and Execution for Board Members

The directors of the company are elected by the shareholders' meeting through a candidate nomination system in accordance with the company's "Articles of Incorporation" and "Director Election Regulations." The composition of the board is planned based on the company's scale, industry, and the required expertise, experience, gender, and independence of the directors.

In accordance with the "Corporate Governance Guidelines," the company implements a policy for the diversification of the board members. Each member possesses rich experience and expertise in operational judgment, accounting and financial analysis, business management, crisis handling, industry knowledge, international market perspectives, leadership, and decision-making abilities. The board regularly plans annual training courses, considering global environmental changes and the company's development needs, to continually strengthen the board's capabilities. Senior executives are also encouraged to participate in training programs to enhance their knowledge and expertise, preparing them for succession.

To familiarize high-level executives with operational conditions in various units and provide them with more experience, the company has planned for senior executives to attend board meetings. This initiative aims to deepen corporate governance and enhance the functionality of the board.

To further strengthen corporate governance, the company conducts internal board performance evaluations at least once a year, as per the "Board and Functional Committees Performance Evaluation Regulations." Through this evaluation mechanism, the effectiveness of the board's operations is ensured. The results of director performance evaluations serve as references for future director nominations, renewals, and the selection of new successors.