Procedures for Nomination of Supervisors other than those representing employees
The measures and procedures to nominate directors and supervisors other than those representing employees are as follows:
(1)the supervisory committee may nominate the candidate for supervisors to be elected from shareholders within the headcount limit as provided in these Articles of Association and according to the intended numbers to be elected.
(2)the nomination committee shall preliminarily examine the qualification and conditions of the candidate supervisors. The qualified candidates shall be submitted to the supervisory committee for examination. After the supervisory committee has approved the candidates by resolution, a written proposal of the candidate supervisors shall be submitted to the shareholders' general meeting. The supervisory committee shall provide to the shareholders the resume and brief conditions of candidate supervisors.
(3)the shareholders' general meeting shall vote on the candidates one by one.
(4)in case of any need to add or change any supervisor, the supervisory committee is responsible for proposing to the shareholders' general meeting the selection or change of a supervisor.
Functions and Powers of the Supervisory Committee
The supervisory committee shall be accountable to the shareholders' general meeting and exercise the following functions
and powers according to law:
(1)to submit written audit opinions on the regular reports prepared by the board of directors of the Company;
(2)to examine the Company's financial affairs;
(3)to supervise the act of the directors and the senior management who perform the companies' duties. To suggest the removal of the directors and senior management who violate any laws, regulations, these Articles of Association or resolutions passed in the shareholders' general meeting;
(4)to require a director or other senior management of the Company to rectify an act if such act is harmful to the Company's interests;
(5)to verify financial information such as financial reports, business reports, profit distribution plans, etc. that the board of directors intends to submit to the shareholders' general meeting and, if in doubt, to be able to appoint a registered accountant or practicing auditor in the name of the Company to assist in reviewing such information;
(6)to propose the holding of extraordinary general meetings and hold and preside over the shareholders' general meetings in the event that the board of directors fails to act in accordance with the regulation of the Company Law to hold and preside the shareholders' general meeting;
(7)to submit proposals to the shareholders' general meetings;
(8)to institute litigation against directors and senior management according to Article 152 of the Company Law;
(9)if it is aware that the operation of the Company is improper, it can conduct investigations; if necessary, it can employ professional institutions such as accounting firms, law firms to assist his investigation work;
(10)other functions and powers provided for in these Articles of Association. Supervisors may attend meetings of the board of directors and make inquiries and suggestions to the resolutions of the board of directors.
As of March 12, 2019