Audit Committee

Sinyi Realty established an Audit Committee consisting of independent directors experienced in management, law and finance. The Committee assists Board of Directors as supervisors in carrying out duties set forth in related regulations. Their main responsibility is to review the financial reports, hiring or dismissal of an attesting CPA and evaluation of the CPA’s independence and performance, implementation of internal audit, and compliance of significant applicable legal and regulatory requirements and the risk management policy. Please refer to Sinyi’s Annual Report for the relevant year for the number of meetings convened and the attendance of each meeting.

The Audit Committee e-mail is set to strengthen the communication between the Committee members and stakeholders.

If you have any suggestions, please write to: AuditCommittee@sinyi.com.tw

Audit Committee Charter

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Remuneration Committee

In order to intensify corporate governance and strengthen the Board’s compensation management function, Sinyi established the Remuneration Committee and approved the Remuneration Committee Charter. The Committee is comprised of all independent directors. The main duties of the Committee as follows:

• To formulate and review periodically the policies, systems, standards and structure of performance evaluation and compensation of directors and managers
• To review periodically the compensation of directors and managers
• To review incentive bonus and employee stock option plans
• To reassess the adequacy of the Charter and recommend any proposed changes to the Board
• To execute other matters designated by the Board of Director.

Remuneration Committee Charter

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Nominating Committee

In order to ensure the soundness of the board and strengthen the management mechanism of Sinyi, the Nominating Committee is to be established agreed by the resolution of the board of directors. And the Charter of Nominating Committee is adopted. The Committee is composed of five directors, including all the independent directors. The Committee shall convene at least once a year, and the Committee shall exercise the due care of a good administrator to faithfully perform the following duties and shall submit its proposals to the board for discussion:

• Laying down the standards of independence and a diversified background covering the expertise, skills, experience, gender, etc. of members of the board, supervisors and senior executives, and finding, reviewing, and nominating candidates for directors, supervisors, and senior executives based on such standards.
• Establishing and developing the organizational structure of the board and each committee, and evaluating the performance of the board, each committee, and each director and senior executive and the independence of the independent directors.
• Establishing and reviewing on a regular basis programs for director continuing education and the succession plans of directors and senior executives.
• Establishing corporate governance guidelines of the Company.

Nominating Committee Charter

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Business Ethics and Sustainable Development Committee

The “Business Ethics and Sustainable Development Committee” is established to conduct preliminary reviews and audits of significant proposals, thereby enhancing the quality of the Board‘s resolutions. The Company is committed to balancing the interests of key stakeholders based on the principles of business ethics.

The committee is composed of the Chairman, two Independent Directors, and two senior executives (Vice Presidents), and meets quarterly. Its main responsibilities include:

• Reviewing the company's sustainable development direction, strategies, goals, and annual plans, and formulating relevant management policies and specific implementation plans.
• Reviewing and supervising the execution and effectiveness tracking of corporate ethics and sustainable development.
• Handling other matters as resolved by the Board of Directors.
• Amending the organizational regulations of this committee.

Business Ethics and Sustainable Development Committee Charter