Page 40 - 台玻集團2019 CSR英文版

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Sustainability Steady Operation, Excellent Service Quality Sustainable Safe Workplace Social and
Communication Integrity Governance & Innovative Products Operation & Trusted Growth Community Care

Duties of the Board of Directors

The Board of Directors is the center of the company's major decisions. The Board of Directors is responsible for appointing and
supervising the company's management as well as the company's overall performance. The Board of Directors' second responsibility is
guiding the management team. TGI's Board of Directors listens to the management team's reports every quarter, which covers economic
situations, environmental protection, and factory management issues. The Board of Directors frequently communicates with the senior
management, and the management needs to propose company strategies to the Board of Directors. The Board of Directors evaluates the
feasibility of these strategies, keeps track of implementation progress and urges the management team to make adjustments when needed.

In 2019, the Board of Directors has approved"Standard Operating Procedures for Handling Directors' Requests" in order to enhance the
efficiency of the Board of Directors and set a good coporate governance procedure.

Nomination Committee

To establish a robust nomination system, TGI has established the Nomination Committee in compliance with Corporate Governance
Best Practice Principles for TWSE/TPEx Listed Companies since 2016. The committee is authorized by the Board of Directors to seek, review
and nominate director candidates as well as build and develop the structure of the board to ensure a healthy Board of Directors.

In accordance with the company law and the company's articles of incorporation, TGI has established a method for the selection
of directors, adopts a nomination system for candidates and a registered voting method. The names of the electors can be replaced by
the shareholders' numbers, and the shareholders are elected from the list of director candidates. To achieve a sustainable and balanced
38 development and an increasingly diversified Board of Directors, we set up a nomination committee to consider various aspects of diversity of
board members when setting up a board composition, including but not limited to gender, age, cultural and educational background, ethnicity,
professional experience, skills, and knowledge and service terms.

Convener
Lin, Por Fong

Commissioner Commissioner Commissioner Commissioner Commissioner
Lin, Por Shih Lin, Por Chain Lin, Fong Cheng Chen, Ching Chih Hwang, Tsing Yuan

Audit Committee

For the establishment of good corporate governance, TGI established the Audit Committee under "Regulations Governing the Exercise
of Powers by Audit Committees of Public Companies", with effect from August 2015, all members of the audit committee are independent
directors, and at least one of whom must have accounting or financial expertise.

Convener Convener
Lin, Fong Cheng Hwang, Tsing Yuan

Commissioner Commissioner Commissioner Commissioner
Chen, Ching Chih Hwang, Tsing Yuan Su, Sun Mao Chen, Ching Chih