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- Board of Directors
Note 1: Holds the position of chairman and President concurrently at: AAEON INVESTMENT, CO., LTD. Holds the position of chairman concurrently at: ONYX HEALTHCARE INC., AAEON TECHNOLOGY (SUZHOU) INC., ONYX HEALTHCARE (SHANGHAI) LTD., AAEON EDUCATION FOUNDATION, YanXin Investment Co., Ltd., Chang Yang Technology Co., Ltd., Fu Li Investment Co., Ltd., EverFocus Co., Ltd. Holds the position of director concurrently at: AAEON Electronics, Inc., AAEON Technology (Europe) B.V., AAEON Technology GmbH , AAEON Technology Singapore Pte. Ltd., ONYX Healthcare USA, Inc., ONYX Healthcare Europe B.V, ATECH OEM INC., Qi Ye Electronics (Dong Wan) Co., Ltd., Dan Yang Qi Ye Technology Co., Ltd., LITEMAX ELECTRONICS INC., Litemax Technology, Inc., King Core Electronics Inc., Allied Biotech Corp., Sunengine Corp., Ltd., MACHVISION,INC., Co., Ltd., Machvision (Dong Wan) Testing Equipment Co., Ltd., Xac Automation Corp., CHC Healthcare Group, Top Union (SuZhou) Co., Ltd., Allied Oriental International Ltd., Mcfees Group Inc., Asensetek Inc., NTUT Star Investment Co., Ltd., Feng Xin Venture Capital Co., Ltd., IHELPER INC., NTUT Innovation Co., Ltd., IBASE Technology Inc., WINMATE INC. Holds the position of independent director concurrently at: Top Union Electronics Corp.
Note 2: Holds the position of chairman concurrently at: LITEMAX ELECTRONICS INC. Holds the position of director concurrently at: AAEON TECHNOLOGY (SUZHOU) INC., Eutech Microelectronics Inc., Litemax Technology, Inc., Yen Shun Technology Corp. Holds the position of independent director concurrently at: Arcadyan Technology Corp., Axix Corp.
Note 3: Holds the position of chairman concurrently at: Qi Ye Electronics (Dong Wan) Co., Ltd., Dan Yang Qi Ye Technology Co., AtechOEM (YiChang) Inc. Holds the position of director concurrently at: AAEON EDUCATION FOUNDATION, AAEON TECHNOLOGY (SUZHOU) INC., AAEON TeChnology (Europe) B.V., ATECH Technology (SAMOA) Ltd., Growing Profits Group Limited, Outstanding Electronics Manufacturer Group Co.,Ltd., Sigold Optics Inc., MACHVISION,INC. Co., MiM Tech. Inc., RedPay Co., Ltd., Cybertek Corp. cCipherLab Co., Ltd., Autovision Tech Co., Ltd. Holds the position of independent director concurrently at: Greatest Idea Strategy Co., Ltd., Avy Precision Technology Inc.
Note 4: Chairman of the following companies: ASUSTEK COMPUTER INC. , Computer Inc. , Hua-Cheng Venture Capital Corp., Hua-Min Investment Co., Ltd., ASUSTOR INC., ASUS INTERNATIONAL LIMITED, ASUS HOLLAND B.V., CHANNEL PILOT LIMITED and NEXT SYSTEM LIMITED. Director of the following companies: ASKEY, SHINEWAVE INTERNATIONAL INC., ASUS TECHNOLOGY INCORPORATION, iMotion Group Inc., 、GAIUS HOLDINGS LIMITED, Youngmen Computer Co., Ltd., TeYang Tech Inc., Ming-Chun Computer(*) and eCrowd Media, Inc.
Note 5: Chairman of the following companies: ASUS TECHNOLOGY PTE. LIMITED, ASUS GLOBAL PTE. LTD. and ASUS EUROPE B.V.. Director of the following companies: ASUSTEK COMPUTER INC. , UNIMAX ELECTRONICS INC., Hua-Cheng Venture Capital Corp., Hua-Min Investment Co., Ltd. and KARTIGEN BIOMEDICINE INC.
Note 6: Chairman of UPI Semiconductor Corp.; Director of the following companies: ASUSTEK COMPUTER INC. , Hua-Cheng Venture Capital Corp., APAQ TECHNOLOGY CO., LTD. and ASUS COMPUTER INTERNATIONAL.
Independence assessment of CPAs and Implementation of diversity of Board members
Explanation: Please put a “V” in corresponding boxes.
Note 1: On Feb, 21, 2019, Asus has appointed a legal person instead. Chen-Lai, Shen was dismissed and S.Y. Hsu assumed the position of Director. .
Note 2: Chiu-Hsu, Lin was appointed as the legal representative of IBASE Technology Inc. and assumed office on May 31, 2019. .
Note 3: Yu-Nan, Chen was appointed as the legal representative of IBASE Technology Inc. and assumed office on May 31, 2019. .
Note 4: Then Independent Director Chun-An, Hsu resigned at the Shareholders’ Meeting on May 31, 2019. .
Note 5: Then Independent Director Cheng-Jui, Kuang resigned at the Shareholders’ Meeting on May 31, 2019. .
Note 6: The Independent Director Daho Yen assumed office at the Shareholders’ Meeting on May 31, 2019. .
Note 7: The Independent Director Kun-Chih, Chen assumed office at the Shareholders’ Meeting on May 31, 2019. .
Directors’ Professional Qualifications and Independent Analysis
Note: Place a "V" in the box below if the Director or Supervisor met the following conditions during the time of active duty and two
years prior to the election date.
(1) Not an employee of the Company or any of its affiliates.
(2) Not a director or supervisor of the company or any of its affiliates. The same does not apply, however, in cases where the
person is an independent director of the company, its parent company, or any subsidiary, as appointed in accordance with the
laws of Taiwan or with the laws of the country of the parent company or subsidiary.
(3) Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by
the person under another’s name, in an aggregate amount of one percent or more of the total number of issued shares of the
company or ranks as one of its top ten shareholders.
(4) Not a manager of (1), or spouse, relative within the second degree of kinship, or lineal relative within the third degree of
kinship, of any of (2) or (3).
(5) Not a director, supervisor, or employee of an institutional shareholder that directly holds 5% or more of the total number of
issued shares of the Company, or ranks as of its top five shareholders, or was appointed pursuant to Article 27 Paragraph 1 or 2
of the Company Act. (The same does not apply, however, in cases where the person is an independent director of the
company, its parent company, or any subsidiary, as appointed in accordance with the laws of Taiwan or with the laws of the
country of the parent company or subsidiary.)
(6) Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or
institution that has a financial or business relationship with the Company. (The same does not apply, however, in cases where
the person is an independent director of the company, its parent company, or any subsidiary, as appointed in accordance with
the laws of Taiwan or with the laws of the country of the parent company or subsidiary.)
(7) Not the same person as the Company’s Chairperson, President or person with equivalent position, or the director, supervisor or
employee of company or institution of the spouse thereof. (The same does not apply, however, in cases where the person is an
independent director of the company, its parent company, or any subsidiary, as appointed in accordance with the laws of
Taiwan or with the laws of the country of the parent company or subsidiary.)
(8) Not a director, supervisor, or employee of a corporate/institutional shareholder that directly holds five percent or more of the
total number of issued shares of the company or ranks among its top five shareholders. (The same does not apply, however, in
cases where the corporate/institution holds 20% or more and no more than 50% of the total number of issued shares of the
Company, or the person is an independent director of the company, its parent company, or any subsidiary, as appointed in
accordance with the laws of Taiwan or with the laws of the country of the parent company or subsidiary.)
(9) Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership,
company, or institution that, provides commercial, legal, financial, accounting services or consultation to the Company or to
any affiliate of the Company in the most recent 2 years with an accumulated service compensation of less than NT$ 500
thousand, or a spouse thereof. This restriction does not apply to any member of the Remuneration Committee, public tender
offers Audit Committee or mergers and acquisition special committee, who exercises powers pursuant to the relevant
regulations of the Securities and Exchange Act and Business Mergers and Acquisitions Act.
(10) Not a spouse or relative of the second degree or closer to any other directors.
(11) Does not meet any descriptions stated in Article 30 of The Company Act.
(12) Not elected as a government or corporate representative according to Article 27 of The Company Act.
