Committees

1. Members and Operations of Audit Committee

Title	Name
Convener	Chao-Nan, Hung
Committee Member	Hsiang-Ying, Huang
Committee Member	Po-yuan, Cho

Current term of office: From May 31, 2023 to May 30, 2026

Audit Committee Organization Charter

The Audit Committee of the Company consists of 3 independent directors with diversified professional background and financial expertise such as—legislator for eight consecutive terms, member of the Control Yuan, senior certified public accountants, and the county mayor for two consecutive terms. The Audit Committee holds meetings before board meetings regularly every quarter, and reviews the following matters:

Review financial reports, business report, profit distribution proposal.
Review the effectiveness of internal control system.
Review the adoption of or any amendment to the relevant regulations of internal control system.
Review the material investment of the Company.
Review the offering, issuance, or private placement of any equity-type securities of the Company.
Review material asset or derivatives transactions, loan of fund, endorsement, or provision of guarantee.
Review the hiring or dismissal of an attesting CPA, or the compensation given thereto.
Review the assessment report of the independence and suitability of the CPA engaged by the Company.
Review the Internal Audit report.

Evaluation of Audit Committee

The Company has established the “Regulation of the Self-Evaluation of the Functional Committees”. Self-assessments on functional committees are conducted via surveys on anuual basis. The 2023 performance evaluation and improvements for the Functional Committees were reported to the Board of Directors on March 8, 2024. The weighted average score for the performance of the Audit Committee is 4.91 out of 5. The overall functional committees’s evaluation are great.

Evaluation cycle	Evaluation period	Scope of evaluation	Evaluation method	Evaluation items
Once a year	Performance evaluation form January 1, 2023 to December 31, 2023	Evaluation of Audit Committee	Internal evaluation of the Audit Committee	The Audit Committee evaluation includes five aspects: Participation in the operation of the company Awareness of the duties of the Audit Committee Improvement of quality of decisions made by the Audit Committee Makeup of the Audit Committee and election of its members Internal control

Evaluation cycle

Evaluation period

Scope of evaluation

Evaluation method

Evaluation items

Once a year

Performance evaluation form January 1, 2023 to December 31, 2023

Evaluation of Audit Committee

Internal evaluation of the Audit Committee

The Audit Committee evaluation includes five aspects:

Participation in the operation of the company
Awareness of the duties of the Audit Committee
Improvement of quality of decisions made by the Audit Committee
Makeup of the Audit Committee and election of its members
Internal control

2. Resolutions

2023

Date	Audit Committee resolutions	Members’ opinion to resolutions
1st Audit Committee meeting Mar 10, 2023	1. Resolution of 2022 employees’ compensation and directors’remuneration. 2. Approval of 2022 financial statements. 3. Approval of 2022 consolidated financial statements. 4. Resolution of 2022 profit distribution. 5. Resolved to issue the 2023 domestic unsecured corporate bonds. 6. Resolution of the evaluation of external auditor's independence. 7. Resolution of pre-approving non-assurance services provided by the attesting CPAs, affiliated accounting firm and enterprises to the Company and its subsidiaries. 8. Approval of the Statement of Internal Control System. 9. Resolution of setting up the 2nd aseptic beverage filling production line at Hon Chuan Food Packing (Zhanzhou) (funding changes) 10. Resolution of decrease of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
2nd Audit Committee meeting April 18, 2023	1. Resolution of amendments to “Rules and Procedures for Shareholders' Meeting.” 2. Resolution of stipulation of“Rules Governing Financial and Business Matters Between this Corporation and its Affiliated Enterprises.”	Approved by all members of Audit Committee
3rd Audit Committee meeting May 9, 2023	1. Approval of 2023 first quarter consolidated financial statements.	Approved by all members of Audit Committee
4th Audit Committee meeting June 9, 2023	1. Resolution of change of the principal financial officer and principal accounting officer of the Company.	Approved by all members of Audit Committee
5th Audit Committee meeting Aug 10, 2023	1. Approval of 2023 second quarter consolidated financial statements. 2. Resolution of setting up a new aseptic beverage filling production line at Hon Chuan Food Packing (Qingxin) Co., Ltd. 3. Resolution of stipulations to " Operational Procedure for Preparation and Validation of the Sustainability Report." 4. Resolution of amendments to “ Internal Control Systems.” 5. Resolution of investment on long-term subordinate bond issued by insurance company.	Approved by all members of Audit Committee
6th Audit Committee meeting Nov 10, 2023	1. Approval of 2023 third quarter consolidated financial statements. 2. Resolution of the Company build the plant and establish production lines in VSIP II-A, Binh Duong Province, Vietnam. 3. Resolution of the Company's 2024 annual audit plans. 4. Resolution of increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee

2022

Date	Audit Committee resolutions	Members’ opinion to resolutions
1st Audit Committee meeting Mar 22, 2022	1. Resolved 2021 employees’ compensation and directors’ remuneration. 2. Resolved 2021 financial statements. 3. Resolved 2021 financial reports. 4. Resolved 2021 profit distribution. 5.Resolution of the evaluation of external auditor's independence. 6.Approval of the Statement of Internal Control System. 7.Resolution of setting up the 2nd aseptic beverage filling production line at Hon Chuan Food Packing (Zhanzhou). 8.Resolution of setting up the the packing material production line at the 2nd Hon Chuan Food Packing (Chuzhou). 9.Resolution of building frozen (refrigerated) warehouse facilities at Port of Taichung Free Trade Zone. 10.Resolution of building employees’ dormitory in Wuqi district, Taichung City. 11.Resolution of amendments to “Articles of Incorporation.” 12.Resolution of amendments to “Procedures for Acquisition or Disposal of Assets.” 13.Resolution of amendments to “Corporate Governance Best-Practice Principles.” 14.Resolution of amendments to “Sustainable Development Best Practice Principles.” 15.Resolution of stipulations to “Risk Management Policy and Procedure.” 16.Resolution of decrease of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
2nd Audit Committee meeting May 10, 2022	1. Resolved the 1st quarter of 2022 consolidated financial statements.	Approved by all members of Audit Committee
3rd Audit Committee meeting June 17, 2022	1. Resolution of increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
4th Audit Committee meeting Aug 9, 2022	1. Resolved the first half of 2022 consolidated financial statements. 2. Resolution of the Company established Hon Chuan Enterprise Packing (Quzhou) Co., Ltd. in Zhejiang, China, to invest beverage packaging production line. 3. Resolution of the Company purchased land in the KIIC industrial estate at Karawang Regency, West Java, Indonesia.	Approved by all members of Audit Committee
5th Audit Committee meeting Nov 10, 2022	1. Resolved the 3rd quarter of 2022 consolidated financial statements. 2.Resolution of the Company build the plant and establish production lines in the KIIC industrial estate at Karawang Regency, West Java, Indonesia. 3.Resolution of the Company acquired a 100% equity of Hon Chuan Malaysia Sdn. Bhd. due to group structural adjustment.	Approved by all members of Audit Committee

There was no independent director required to avoid the motion in conflict of interest to date.

2021

Date	Audit Committee resolutions	Members’ opinion to resolutions
1st Audit Committee meeting Mar 23, 2021	1. Resolved 2020 employees’ compensation and directors’ remuneration. 2. Resolved 2020 financial statements. 3. Resolved 2020 financial reports. 4. Resolved 2020 profit distribution. 5. Resolution of replacement of CPAs. 6. Resolved decrease of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
2nd Audit Committee meeting May 11, 2021	1. Resolved the 1st quarter of 2021 consolidated financial statements.	Approved by all members of Audit Committee
2nd Audit Committee meeting June 18, 2021	1. Resolved decrease of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
3rd Audit Committee meeting Aug 10, 2021	1. Resolved the first half of 2021 consolidated financial statements. 2. Resolved the amendment of procedures for derivatives transactions. 3. Resolution of corporate to loan funds to others for subsidiaries.	Approved by all members of Audit Committee
2nd Audit Committee meeting Sep 30, 2021	1. Resolved to issue the 2021 first domestic unsecured coporate bonds. 2. Resolution of replacement of CPAs.	Approved by all members of Audit Committee
4th Audit Committee meeting Nov 9, 2021	1. Resolved the 3rd quarter of 2021 consolidated financial statements. 2. Resolved increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee

There was no independent director required to avoid the motion in conflict of interest to date.

2020

Date	Audit Committee resolutions	Members’ opinion to resolutions
1st Audit Committee meeting Mar 23, 2020	1. Resolved 2019 employees’ compensation and directors’ remuneration. 2. Resolved 2019 financial statements. 3. Resolved 2019 financial reports. 4. Resolved 2019 profit distribution. 5. Resolved amendments to “Audit Committee Charter”. 6. Resolved decrease of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
2nd Audit Committee meeting May 8, 2020	1. Resolved the 1th quarter of 2020 consolidated financial statements. 2. Resolved decrease of the cash capital increase of Hon Chuan (China) Holdings Co., Ltd.	Approved by all members of Audit Committee
3rd Audit Committee meeting Aug 11, 2020	1. Resolved the first half of 2020 consolidated financial statements. 2. Resolved adjustments of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
4th Audit Committee meeting Nov 10, 2020	1. Resolved the 3rd quarter of 2020 consolidated financial statements. 2. Resolved leasing a land in Port of Taichung Free Trade Zone to build the plant and purchase equipment. 3. Resolved amendments to “Corporate Governance Best Practice Principle”. 4. Resolved decrease of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee

There was no independent director required to avoid the motion in conflict of interest to date.

2019

Date	Audit Committee resolutions	Members’ opinion to resolutions
1st Audit Committee meeting Mar 26, 2019	1. Resolved the 2018 Financial reports. 2. Resolved the replacement of CPAs. 3. Approved the Management’s reports on internal control. 4. Approved increase (decrease) of corporate guarantee for subsidiaries. 5. Approved the amendment of Procedures for Acquisition or Disposal of Assets. 6. Approved the amendment of Procedures for Loaning of Company Funds to other Parties. 7. Approved the amendment of Procedures of Endorsements and Guarantees. 8. Approved the amendment of Procedures for Trading Derivatives.	Approved by all members of Audit Committee
2nd Audit Committee meeting Jun 19, 2019	1. Resolved the cash capital increase of Hon Chuan (China) Holdings Co., Ltd. in order to improve its financial structure. 2. Resolved the acquisition of the Company’s 4th aseptic beverage filling line.	Approved by all members of Audit Committee
3rd Audit Committee meeting Aug 9, 2019	1. Resolved the 2019 2nd quarter Financial reports. 2. Resolved increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
4th Audit Committee meeting Nov 12, 2019	1. Resolved the replacement of CPAs. 2. Resolved increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee

There was no independent director required to avoid the motion in conflict of interest in 2019.

2018

Date	Audit Committee resolutions	Members’ opinion to resolutions
1st Audit Committee meeting Mar 27, 2018	1. Resolved the 2017 Financial reports. 2. Resolved the replacement of CPAs. 3. Approved the Management’s reports on internal control. 4. Resolved increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
2nd Audit Committee meeting May 11, 2018	1. Resolved separated corporate guarantee extended to the subsidiaries sharing joint bank facility.	Approved by all members of Audit Committee
3rd Audit Committee meeting Jun 15, 2018	1. Resolved increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
4th Audit Committee meeting Aug 10, 2018	1. Resolved the 2018 2nd quarter Financial reports. 2. Resolved increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee
5th Audit Committee meeting Nov 9, 2018	1. Resolved increase (decrease) of corporate guarantee for subsidiaries.	Approved by all members of Audit Committee

There was no independent director required to avoid the motion in conflict of interest in 2018.

1. Members

Title	Name
Convener	Chao-Nan, Hung
Committee Member	Hsiang-Ying, Huang
Committee Member	Po-yuan, Cho

Current term of office: From May 31, 2023 to May 30, 2026

Salary Compensation Organization Charter

Operations of Remuneration Committee: The Remuneration Committee of the Company consists of 3 independent directors with diversified professional background and financial expertise such as—legislator for eight consecutive terms, member of the Control Yuan, senior certified public accountants, and the county mayor for two consecutive terms. The Remuneration Committee shall exercise the care of a good administrator in faithfully performing the official powers listed below, and shall submit its recommendations for deliberation by the board of directors:

1. Prescribe and periodically review the performance review and remuneration policy, system, standards, and structure for directors, supervisors and managerial officers.
2. Periodically evaluate and prescribe the remuneration of directors, supervisors, and managerial officers, and evaluate the contribution and KPI status of managers in accordance with the "Regulations for Performance Evaluation".

2. Resolutions

2023

Date	Remuneration Committee resolutions	Resolution and opinion of Remuneration Committee	The Company’s response to opinion of Remuneration Committee
1st Remuneration Committee meeting Mar 10, 2023	1.Resolved the Company's 2022 employees and directors compensation. 2.Resolved the Company's 2023 promotion of executives.	Approved by all members of Remuneration Committee.	Been submitted to the Board of Directors, and resolved by all present directors.
2nd Remuneration Committee meeting May 9, 2023	1.Resolved the Company's 2022 employees' dividend of managers.	Approved by all members of Remuneration Committee.

2022

Date	Remuneration Committee resolutions	Resolution and opinion of Remuneration Committee	The Company’s response to opinion of Remuneration Committee
1st Remuneration Committee meeting Mar 22, 2022	1.Resolved the Company's 2021 employees and directors compensation. 2.Resolved the Company's 2022 promotion of executives.	Approved by all members of Remuneration Committee.	Been submitted to the Board of Directors, and resolved by all present directors.
2nd Remuneration Committee meeting May 10, 2022	1.Resolved the Company's 2021 employees' dividend of managers.	Approved by all members of Remuneration Committee.

2021

Date	Remuneration Committee resolutions	Resolution and opinion of Remuneration Committee	The Company’s response to opinion of Remuneration Committee
1st Remuneration Committee meeting Mar 23, 2021	1.Resolved the Company's 2020 employees and directors compensation. 2.Resolved the Company's 2021 promotion of executives.	Approved by all members of Remuneration Committee.	Been submitted to the Board of Directors, and resolved by all present directors.
2nd Remuneration Committee meeting May 11, 2021	1.Resolved the Company's 2020 employees' dividend of managers.	Approved by all members of Remuneration Committee.

2020

Date	Remuneration Committee resolutions	Resolution and opinion of Remuneration Committee	The Company’s response to opinion of Remuneration Committee
1st Remuneration Committee meeting Mar 23, 2020	1.Resolved the Company's 2019 employees and directors compensation. 2.Resolved the Company's 2020 promotion of executives.	Approved by all members of Remuneration Committee.	Been submitted to the Board of Directors, and resolved by all present directors.
2nd Remuneration Committee meeting May 8, 2020	1.Resolved the Company's 2019 employees' dividend of managers.	Approved by all members of Remuneration Committee.

2019

Date	Remuneration Committee resolutions	Resolution and opinion of Remuneration Committee	The Company’s response to opinion of Remuneration Committee
1st Remuneration Committee meeting Mar 26, 2019	1.Resolved the Company's 2018 Employees and Directors compensation. 2.Resolved the Company's 2019 promotion of executives.	Approved by all members of Remuneration Committee.	Been submitted to the Board of Directors, and resolved by all present directors.
2nd Remuneration Committee meeting May 10, 2019	1.Resolved the Company's 2018 Employees' dividend of management team.	Approved by all members of Remuneration Committee.

2018

Date	Remuneration Committee resolutions	Resolution and opinion of Remuneration Committee	The Company’s response to opinion of Remuneration Committee
1st Remuneration Committee meeting Mar 27, 2018	1.Resolved the Company’s 2017 Directors compensation, Year-end bonus and Management dividend. 2.Resolved the Company’s 2018 promotion of executives.	Approved by all members of Remuneration Committee.	Been submitted to the Board of Directors, and resolved by all present directors.
2nd Remuneration Committee meeting Dec 28, 2018	1.Resolved the Company’s 2019 promotion and raise of employees (including management team).	Approved by all members of Remuneration Committee.

3. Evaluation of Remuneration Committee

The Company has established the “Regulation of the Self-Evaluation of the Functional Committees”. Self-assessments on functional committees are conducted via surveys on anuual basis. The 2023 performance evaluation and improvements for the Functional Committees were reported to the Board of Directors on March 8, 2024. The weighted average score for the performance of the Remuneration Committee is out of 5. The overall functional committees’s evaluation are great.

Evaluation cycle	Evaluation period	Scope of evaluation	Evaluation method	Evaluation items
Once a year	Performance evaluation form January 1, 2023 to December 31, 2023	Evaluation of Remuneration Committee	Internal evaluation of the Remuneration Committee	The Remuneration Committee evaluation includes four aspects: Participation in the operation of the company Awareness of the duties of the Remuneration Committee Improvement of quality of decisions made by the Remuneration Committee Makeup of the Remuneration Committee and election of its members

Evaluation cycle

Evaluation period

Scope of evaluation

Evaluation method

Evaluation items

Once a year

Performance evaluation form January 1, 2023 to December 31, 2023

Evaluation of Remuneration Committee

Internal evaluation of the Remuneration Committee

The Remuneration Committee evaluation includes four aspects:

Participation in the operation of the company
Awareness of the duties of the Remuneration Committee
Improvement of quality of decisions made by the Remuneration Committee
Makeup of the Remuneration Committee and election of its members

1. The communication status between independent directors, Chief Audit Executive and CPAs

Date	Meeting	Item discussed	Opinion of Independent Directors
2023.03.10	Auditing meeting	1.Reviewed the audit report and defects follow-up report. 2.Reviewed the Company’s 2022 Management’s reports on internal control.	All independent directors had no opinion
2023.05.09	Auditing meeting	Reviewed the audit report and defects follow-up report.	All independent directors had no opinion
2023.08.10	Auditing meeting	Reviewed the audit report and defects follow-up report.	All independent directors had no opinion
2023.11.10	Auditing meeting	1.Reviewed the audit report and defects follow-up report. 2.Reviewed the Company’s 2024 Annual audit plans.	All independent directors had no opinion

2. The communication status between independent directors and CPAs

Date	Meeting	Item discussed	Opinion of Independent Directors
2023.03.10	Auditing meeting	1. Discussed about the content, adjusting entries, audit scope and approach, key audit matters of 2022 individual and consolidated financial statements and auditors’report. 2. Report of regulatory development with regard to financial accounting and corporate governance. 3. Discussion the rules in connection with preapproving nonassurance services provided by the attesting CPAs, affiliated accounting firm and enterprises to the Company and its subsidiaries. 4. CPAs provide their Audit Quality Indicators report, including 5 aspects and 13 indicators: professionality, independence, quality control, inspection, innovation ability, etc. Therefore, the Audit Committee can objectively evaluate the audit quality and commitment of accounting firm and audit team.	All independent directors had no opinion
2023.11.10	Auditing meeting	1. Discussed about the content, audit scope and approach, key audit matters of 2023 third quarter consolidated financial statements and auditors’report. 2. Report of regulatory changes.	All independent directors had no opinion
2023.03.10	Separate meeting	Discussed about the content, and audit matters of 2022 individual and consolidated financial statements and auditors’report.	All independent directors had no opinion
2023.11.10	Separate meeting	Discussed about the content, and audit matters of 2023 third quarter consolidated financial statements and auditors’report.	All independent directors had no opinion

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1. Members and Operations of Audit Committee

Evaluation of Audit Committee

2. Resolutions

2023

2022

2021

2020

2019

2018

1. Members

2. Resolutions

2023

2022

2021

2020

2019

2018

3. Evaluation of Remuneration Committee

1. The communication status between independent directors, Chief Audit Executive and CPAs

2. The communication status between independent directors and CPAs