Stock Code : 1710 March 31, 2026
Oriental Union Chemical Corp.
Resilient Operation Precise Transformation
Green Value-Added
20
Annual Report
OUCC Annual Report is available at https://www.oucc.com.tw and https://mops.twse.com.tw
Spokesperson
Name: Daniel Yu
Title: Assistant Vice President Tel: 02-27193333
Email: danielyu@oucc.com.tw
Acting Spokesperson
Name: David Chiang
Title: Assistant Vice President Tel: 02-27193333
Email: davidchiang@oucc.com.tw
Headquarters & Plants Headquarters
Address: 13F, 101, Fu-Hsing North Road, Songshan Dist., Taipei City 10595, Taiwan
Tel: 02-27193333
Plants
Address: 3 Industrial 3rd Road, Linyuan Dist., Kaohsiung City 83245, Taiwan Tel: 07-6413101
Common Share Transfer Agent and Registrar
Oriental Securities Corporation
Address: 13F, No. 16, Xinzhan Road, Banqiao Dist., New Taipei City 22041, Taiwan Tel: 02-77531699
https://www.osc.com.tw
Auditors
Name: Pei-De Chen, CPA Wen-Ling Liu, CPA
Firm: Deloitte & Touche
Address: 20F, No. 100, Songren Rd., Xinyi Dist., Taipei City 11073, Taiwan Tel: 02-27259988
https://www.deloitte.com.tw
Overseas Securities Exchange and Relevant Info: N/A
Corporate Website
https://www.oucc.com.tw
The English version is the translation of the Chinese text and if there is any discrepancy between the English version and the Chinese text of this document, the Chinese text shall prevail.
Contents
Letter to Shareholders 1
Corporate Governance
Information on the Company's Directors, President, Vice Presidents, Assistant Vice
President, and heads of all the Company's divisions and branch units 7
Remuneration paid to Directors, Presidents, and Vice Presidents in the most recent year 16
Implementation of Corporate Governance 21
Information of CPA professional fee 63
Information of CPA replacement 63
Information regarding Chairman, President, and Financial or Accounting Manager of the Company who has worked with the CPA firm which conducts the audit of the Company or
an affiliate of said firm in the recent year 64
Any transfer of equity interests and pledge of, or change in equity interests by a Director, managerial officer, or shareholder with a stake of more than 10 percent. 64
The top 10 shareholders and their relationships 65
The number of shares held by the Company and Company Directors, managerial officers and the entities directly or indirectly controlled by the Company in a single company and
calculating the consolidated shareholding percentage of the above categories. 66
Capital Overview
Capital and Shares 67
Issue of Corporate Bonds 69
Preferred Shares 69
Issuance of Overseas Depository Receipts 69
Employee Stock Options 69
Employee Restricted Stock Awards 69
Share Issued for Mergers and Acquisitions 69
Implementation of Capital Utilization Plan 69
Operation Overview
Business Activities 70
Market, Sale and Production Overview 81
Employees 89
Environmental Protection Expenditure 89
Labor-Management Relations 91
IT Security Management 95
Major Contracts 97
Financial Status, Performance Review and Analysis and Risk Management
Financial Position Review 98
Financial Performance Analysis 99
Cash Flow Review and Analysis 100
The Effect of Major Capital Expenditure on the Financial Position and Operation of the Company 100
Direct Investment Policy, the Main Reasons for Profit or Loss as well as the Corrective Action Plan Over Past Year, and an Investment Plan for Next Year 101
Analysis of Risk Factors 102
Other Important Notes 107
Special Disclosure
Information of Affiliates 108
Private Placement of Securities 108
Other Supplementary Notes 108
Any Matters of Material Significance that could have Affected Shareholder Equity or Securities Price Last Year and up to the Date of Publication of the Annual Report 108
-
Letter to Shareholders
-
Foreword
In 2025, the global economy demonstrated resilience driven by advances in AI technologies. According to the IMF, the global growth rate reached 3.2%, mainly due to the easing inflation of economies, and monetary policies' gradual shifting from tightening to loosening. Taiwan benefited from a strong New Taiwan Dollar and stabilized raw material prices, with the CPI annual growth rate dropping to 1.66%.
Despite these efforts, the overall operating environment for the petrochemical industry remains highly challenging. Uncertainties stemming from the international geopolitical and economic landscape, continued capacity expansion in China, volatility in crude oil prices and exchange rates, as well as green transition policies in Europe and the United States, have all exerted downward pressure on demand for traditional petrochemical products and increased cost pressures across the industry. In addition, Taiwan's carbon pricing mechanism, which officially came into effect in 2025, has directly added to operating costs. Although Taiwan's economic growth has been supported by the development of the AI and semiconductor industries, the spillover benefits to the petrochemical sector remain relatively limited.
In response to changes in the external environment, EO Materials continues to uphold a prudent operating strategy by further enhancing process optimization and cost management across its production sites in Taiwan and China. Leveraging ethylene oxide (EO) as its core technology platform, the Company is focusing on the development of specialty materials, electronic chemicals, and green materials related to new energy applications, while continuously optimizing its product portfolio and increasing the proportion of specialty chemicals. At the same time, the Company is actively advancing energy-saving, carbon-reduction, and self-initiated emission reduction measures to mitigate the impact of the carbon pricing regime.
In 2025, OUCC's consolidated operating revenue reached NT$22.3 billion. Affected by the overall industry environment, an attributable net loss after tax of the Company totaled NT$887 million, of EPS NT$-1.01.
-
Operating Performance Review
-
Safety, Health, and Environment
OUCC operates with a commitment to green sustainability, practicing circular-economy principles and placing strong emphasis on occupational safety, health, and environmental protection. In addition to balancing chemical-production development with environmental preservation, the Company continuously improves process design and invests in equipment upgrades to recycle homogeneous waste materials for reprocessing, thereby reducing environmental impact.
OUCC has long invested in the development of carbon capture and utilization (CCU) technologies, successfully converting carbon dioxide emitted during production into value-added products. By capturing CO₂ generated within its processes, the Company not only reduces direct emissions but also refines CO₂ into ultra-high-purity carbon dioxide for sale to industrial, food, and electronics sectors. CO₂ can also be reacted with ethylene oxide (EO) to produce ethylene carbonate (EC), supplied for applications such as polycarbonates, composite materials, and lithium-battery electrolytes.
To achieve eco-friendly and high-value product development, OUCC's R&D is guided by the themes of "green, low-carbon, and advanced materials." The Company continues to introduce environmentally friendly materials and application technologies. OUCC produces high-performance carbon-capture solvents such as ethanolamines and ethylenediamines co-products, supporting customers' carbon-capture efforts. In parallel, the Company actively develops CO₂-based chemicals, plastic-recycling technologies, and biodegradable materials to help address global CO₂-emission challenges. These materials not only reduce carbon footprints during production but also provide downstream benefits such as energy savings, waste reduction, recyclability, and lower environmental toxicity.
-
EG Business
In 2025, the ethylene glycol (EG) product line continued to be influenced by China's substantial
new capacity, resulting in persistent supply-demand imbalance and downward pricing pressure.
The Company's consolidated revenue for the EG business in 2025 amounted to NT$14,585,456 thousand (-3.5% YoY). Total EG production reached 540,000 MT (+6% YoY), while sales volume reached 550,000 MT (+4% YoY).
For ethylene oxide (EO), combined production across Taiwan and China reached 330,000 MT, up 6% compared to 2024, with sales volume at 220,000 MT, a 10% increase.
-
Gas Business
In response to changing demand patterns in downstream gas-related industries, the Company continued to leverage its advantages in pipeline-supplied gases within industrial park aligned with liquified gases to strategically expand its diversified customer base. Sales volumes remained stable or decreased slightly depending on market conditions.
Driven by decarbonization trends, liquified carbon dioxide (LCO₂) has become a priority material for industries seeking to reduce emissions. Recovery of CO₂ from production processes has become increasingly common, resulting in growing supply and gradually softening market prices.
In 2025, the consolidated revenue of the Company's gases business reached NT$1,625,894 thousand (+2.4% YoY). Excluding oxygen used for self-consumption, total gas sales across Taiwan and China included:
70,000 MT of oxygen, comparable to 2024
320,000 MT of nitrogen, a 3% decrease
170,000 MT of carbon dioxide, a 60% increase
Notably, sales at Far Eastern Union Petrochemical (Yangzhou) Ltd. rose from 76,000 MT in 2024 to 135,000 MT in 2025.
-
Specialty Chemicals Business
In 2025, the Company's specialty-chemicals business was impacted by slowing global demand and regional trade barriers, resulting in an overall decline. Consolidated revenue reached NT$6,041,141 thousand (-14% YoY). Combined production across Taiwan and China totaled 190,000 MT, equal to 2024, while combined sales reaching 190,000 MT (+6% YoY).
EOD (Ethylene Oxide Derivatives) Products
EOD products supply downstream industries such as daily chemicals, electronic chemicals, resin synthesis, textile auxiliaries, and construction materials, all of which are highly correlated with macroeconomic conditions. With global economic slowdown and low-price dumping driven by China's excess capacity, overall demand volume and pricing both declined compared to 2024.
Solvent Chemicals
The solvent-chemicals product line includes ethanolamines (EAs), ethylene glycol butyl ethers (EBs), and ethylene carbonate (EC). China's significant new EA capacity sharply reduced its import dependence, while capacity for EBs and EC also increased. As lithium-battery electrolyte demand grows, EC demand has risen, intensifying supply-demand competition. OUCC mitigated risks through optimized sales-channel diversification, strengthened domestic sales, maintained R&D advantages, enhanced high-purity applications, and pursued product-differentiation strategies-achieving performance ahead of global peers.
Amine Chemicals
The amines portfolio includes ethylenediamines (EDAs) and polyether amines (PEAs), used in chelating agents, agriculture, papermaking, textiles, and electronic cleaning agents. While China's new EDA capacity affected market conditions in recent year, OUCC effectively reduced low-priced competition through flexible product combination of high- and low-amine grades and strategic market restructuring, acquiring broad adoption among domestic and overseas customers. For PEAs, the Company focuses on innovative application development and deepening engagement with terminal markets. Tailored sales strategies based on molecular-weight segments further strengthen OUCC's global competitive position.
-
Safety, Health, and Environment
-
2026 Business Goals and Future Outlook
-
Overview of 2026 Business Plan
EG Business
In 2026, the combined production plan for ethylene glycol (EG) across the Strait is 540,000 MT, with expected sales of 560,000 MT. The planned production of ethylene oxide (EO) is 350,000 MT, with 180,000 MT available for external sales after deducting internal consumption.
Looking ahead to 2026, EG is expected to remain oversupplied. OUCC's EO/EG plants on both sides of the Strait will continue to operate using high-efficiency catalysts to maximize profitability. EO/EG production loads and ratios will be adjusted based on market trends. The Company will also maintain optimal plant operations and implement thermal-integration systems to reduce process energy consumption, lower manufacturing costs, and enhance product competitiveness.
Gas Business
In 2026, the gases business will continue to develop from its customer base of existing pipelines and liquified gases. The company will actively pursue orders aligned with growth in the electronics and semiconductor sectors and promote niche-market products to acquire new customers.
For ultra-high-purity CO₂, OUCC aims to expand direct-supply arrangements with end-customers and adjust product portfolio strategies to gradually increase supply of electronics-grade and semiconductor clients, enhancing profitability and demonstrating low-carbon production capabilities.
Planned 2026 production and sales include:
Oxygen: 570,000 MT produced; 70,000 MT sold externally
Nitrogen: 410,000 MT produced; 370,000 MT sold
Liquified CO₂: 160,000 MT produced; 140,000 MT sold
Specialty Chemicals Business
As to EO derivatives, OUCC will maintain stable supply for daily chemical orders, which are driven by rigid demand. The Company will also develop specialized cleaning-agent formulations tailored to various electronics processes. Lower-metal-content polyethylene glycols and polyols will be optimized and incorporated into specialty resin formulations to enhance product value.
With the World Cup approaching, demands in textiles, dyeing, and shoe-related rubber and plastics are expected to rebound. Low-carbon chemical products and performance-enhanced formulations using recycled PET (rPET) and carbon-capture-based materials will be introduced.
In response to heightened global environmental awareness and decarbonization initiatives, the construction chemicals segment will continue developing a series of low-carbon and ultra-high-performance concrete water-reducing agents, strengthen green credentials and support customer sustainability initiatives. Beyond supplying high-quality EOD raw materials, OUCC will collaborate with industry, government, and academia to develop high-value synthetic and formulated products, diversifying beyond commodity-chemicals competition.
For ethanolamines (EAs) and ethylene glycol butyl ethers (EBs), OUCC will continue expanding electronic-chemical applications, increase semiconductor-grade customers, and optimize sales channels to maintain leadership. For ethylene carbonate (EC), OUCC will build on its polycarbonate (PC) market foundation to capture growing lithium-battery electrolyte demand, while developing high-value products such as high-purity ethylene carbonate (HPEC) and polycarbonate diol (PCDL).
For amine chemicals, including ethylenediamines (EDAs) and polyether amines (PEAs), OUCC has already established a strong customer base in India and North America. The Company will continue expanding into the Americas and Northeast Asia, leveraging proprietary technologies to develop high-specification amine chemicals and formulations. These solutions support market decarbonization needs, strengthening OUCC's competitive position and mitigating low-priced competition from China's new capacity. With global demand rising across various sectors, amine-product sales are expected to maintain growth momentum.
Overall, in 2026, supported by EO raw-material and proprietary technologies advantages, the Company will continue promoting high-value specialty-chemical products, providing differentiated services, and prioritizing product quality and application support. Revenue and profitability from specialty chemicals are expected to grow. Total planned production across Taiwan and China is 310,000 MT, with expected sales of 290,000 MT.
- Prospects for Future Operations
-
Overview of 2026 Business Plan
Looking into 2026, the petrochemical industry will continue to face structural challenges, including China's excess capacity, rising global trade barriers, and increasing carbon pricing costs, OUCC will adopt a strategy of "resilient operations and precision transformation" to strengthen fundamentals and build momentum for future recovery.
Product Strategy and Market Positioning
OUCC will accelerate optimization of its product portfolio by significantly reducing the revenue share of traditional commodity petrochemicals and focusing resources on high-value specialty chemicals. The Company will expand application depth of EO-based technologies, extend application development to refinement and differentiation, strengthen technical link with downstream customers, promote the emerging markets of semiconductor chemicals and battery electrolyte for electric vehicles, to enhance overall value of product portfolio.
Operational Efficiency and Supply-Chain Management
In terms of operational management, the Company will continue to advance the intelligent operation and manufacturing of its production sites in Taiwan and China. By adopting artificial intelligence, data analytics, and process automation technologies, the Company aims to enhance production efficiency, strengthen cost control capabilities, and improve overall operational flexibility.
With respect to supply chain and resource integration, the Company will integrate key elements such as raw material sourcing, logistics and storage systems, and energy management to reinforce value chain integrity and operational resilience. In addition, through diversified procurement strategies and flexible inventory management, the Company seeks to mitigate operational risks.
Carbon-Management Strategy
In terms of sustainability, the Company has incorporated carbon management into its overall business strategy and continues to promote low-carbon process transformation, the adoption of renewable energy, and the development of green chemical products. In addition, the Company has implemented self-initiated emission reduction programs to mitigate the impact of the carbon pricing regime on operations and to progressively advance toward its low-carbon transition objectives.
Overall, despite ongoing short-term challenges in the industry environment and heightened uncertainties arising from international geopolitical tensions and market volatility, OUCC remains committed to its prudent operating principles. Through continuous technological innovation, operational optimization, and strategic adjustments, the Company aims to enhance organizational resilience and long-term competitiveness. Upon an eventual recovery in industry conditions, the Company expects to deliver improved operating performance, create long-term value for shareholders, and steadily progress toward its sustainability vision of achieving carbon neutrality by 2050, ultimately becoming a highly resilient chemical materials company.
Chairman of the Board
-
Foreword
- Corporate Governance
-
Information on the Company's Directors, President, Vice Presidents, Assistant Vice Presidents, and heads of all company divisions and branch units
Directors
Oriental Union Chemical Corporation
- 7 -
Directors Information March 21, 2026
Job title
Nationality or residence registered
Name
Gender
/ Age
Date on which current position was
assumed
Term of office
Commencement date of the first term
Shares held when appointed
Shares held currently
Shares held by spouse and minor children
Shares held in another person's name
Work experience (academic degree)
△Position(s) held concurrently in the Company and/or in any other company
Other heads, directors, or supervisors as spouse or kinship
of second degree
Remark
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Job title
Name
Relationship
Chairman of the Board
R.O.C.
Douglas T. Hsu
M
/ Age over 70
2024.6.12
3
years
1979.2.10
1,664,781
0.19%
1,664,781
0.19%
0
0.00%
0
0.00%
Honorable PhD in Management, NCTU; Master of Arts in Univ. of Notre Dame, and postgraduate of Economics in Columbia Univ., USA
△Chairman of Far Eastern New Century Corp., Asia Cement Corp, U-Ming Marine Transport Corp, Far Eastern Department Stores, and Fetnet, and Vice Chairman of Far Eastern
International Bank
Vice Chairman of Board
Johnny Shih
A relative by marriage within second degree
N/A
Vice Chairman of the Board
R.O.C.
Representative of Far Eastern New Century Corp:
Johnny Shih
M
/ Age over 70
2024.6.12
3
years
1988.5.18
81,217,005
560,871
9.17%
0.06%
81,217,005
560,871
9.17%
0.06%
0
0
0.00%
0.00%
0
0
0.00%
0.00%
Master's in Computer Science, Columbia University, USA
△Vice Chairman of Far Eastern New Century, Chairman of Everest Textile Co., Ltd., Director of Asia Cement
Corp., and CTCI Corp.
Chairman of Board
Douglas T Hsu
A relative by marriage within second degree
N/A
Director
R.O.C.
Representative of Far Eastern New Century Corp: Humphrey Cheng
M
/ Age 60-69
2024.6.12
3
years
1991.5.30
81,217,005
941
9.17%
0.00%
81,217,005
941
9.17%
0.00%
0
0
0.00%
0.00%
0
0
0.00%
0.00%
Master's in International Business, National Taiwan University
△President of Administration HQ of Far Eastern New Century Corp., Director of Far Eastern International Bank, and Chairman of Tong Fu
Investment Corporation
N/A
N/A
N/A
N/A
Director
R.O.C.
Representative of Far Eastern New Century Corp:
Kao-Shan Wu
M
/ Age over 70
2024.6.12
3
years
2009.6.3
81,217,005
0
9.17%
0.00%
81,217,005
0
9.17%
0.00%
0
0
0.00%
0.00%
0
0
0.00%
0.00%
Bachelor's in Chemistry, Chinese Culture University
△President of Petrochemical HQ of Far Eastern New Century Corp., Director of Everest Textile Co., Ltd. and Oriental Petrochemical (Taiwan) Co., Ltd., and Chairman of Far Eastern Industries (Shanghai) Ltd., Far Eastern
Union Petrochemical (Yangzhou) Ltd.
N/A
N/A
N/A
N/A
Job title
Nationality or residence registered
Name
Gender
/ Age
Date on which current position was
assumed
Term of office
Commencement date of the first term
Shares held when appointed
Shares held currently
Shares held by spouse and minor children
Shares held in another person's name
Work experience (academic degree)
△Position(s) held concurrently in the Company and/or in any other company
Other heads, directors, or supervisors as spouse or kinship
of second degree
Remark
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Job title
Name
Relationship
Director
R.O.C.
Representative of Yue Ming Trading Co Ltd: Justin Tsai
M
/ Age over 70
2024.6.12
3
years
2014.7.1
440,000
0
0.05%
0.00%
440,000
0
0.05%
0.00%
0
0
0.00%
0.00%
0
0
0.00%
0.00%
EMBA, National Chengchi University,
△President of OUCC, Director and President of Tong Fu Investment Corporation, Director of Far Eastern Union Petrochemical (Yangzhou) Ltd., and Oriental Petrochemical (Taiwan)
Co., Ltd.
N/A
N/A
N/A
N/A
Director
R.O.C.
Representative of Da Chu Chemical Fiber Co. Ltd.:
Eric Chueh
M
/ Age over 70
2024.6.12
3
years
2012.6.5
1,000,000
0
0.11%
0.00%
1,000,000
0
0.11%
0.00%
0
0
0.00%
0.00%
0
0
0.00%
0.00%
EMBA, National Chengchi University
△Director and President of Oriental Petrochemical (Taiwan) Co., Ltd., COO of Petrochemical HQ of Far Eastern New Century Corporation, Director of Far Eastern Industries (Shanghai) Ltd. and Far Eastern Union
Petrochemical (Yangzhou) Ltd.
N/A
N/A
N/A
N/A
Director
R.O.C.
Representative of Yu Li Investment Corporation:
Bing Shen
M
/ Age over
70
2024.6.12
3
years
2010.1.19
4,861,781
0
0.55%
0.00%
4,861,781
0
0.55%
0.00%
0
0
0.00%
0.00%
0
0
0.00%
0.00%
Master's in MBA, Harvard Business School, USA
△Director of Elite Material Co., Ltd., Independent Director of Far Eastern
Int'l Bank
N/A
N/A
N/A
N/A
Director
R.O.C.
Representative of Yu Li Investment Corporation: Alan Tsai
M
/ Age 60-69
2024.6.12
3
years
2024.6.12
4,861,781
0
0.55%
0.00%
4,861,781
0
0.55%
0.00%
0
0
0.00%
0.00%
0
0
0.00%
0.00%
EMBA and Master's in Laws,
National Chengchi University
△Directors of Yuan Ding Investment Co. Ltd., Far Eastern Industries (Shanghai) Ltd., Far Eastern Union Petrochemical (Yangzhou) Ltd., and Chief Executive of Far Eastern New
Century Corp.
N/A
N/A
N/A
N/A
Independent Director
R.O.C.
Walt Cheng
M
/ Age over
70
2024.6.12
3
years
2015.6.9
0
0.00%
0
0.00%
0
0.00%
0
0.00%
Bachelor's in Chemical Engineering, National Cheng Kung University
△Independent Director of TSEC Corporation
N/A
N/A
N/A
N/A
Independent Director
R.O.C.
Ping Lih
F
/ Age over
70
2024.6.12
3
years
2018.6.8
0
0.00%
0
0.00%
0
0.00%
0
0.00%
Master's in Accounting, Texas University, USA
△Director of T N Soong Foundation
N/A
N/A
N/A
N/A
Independent Director
R.O.C.
An-Ming Wu
M
/ Age
60-69
2024.6.12
3
years
2024.6.12
0
0.00%
0
0.00%
0
0.00%
0
0.00%
Master's in Accounting, Soochow University
△Independent Director of Ahoku
Electronic Company
N/A
N/A
N/A
N/A
Corporate Governance Report
- 8 -
Major shareholders of corporate shareholders March 21, 2026
Name of corporate
shareholders
Major corporate shareholders
Far Eastern New Century Corporation
Asia Cement Corp. (23%), Cathay MSCI Taiwan ESG Sustainability High Dividend Yield ETF account in the custody of Taishin International Bank Co., Ltd. (6%), Asia Eastern University of Science & Technology (5%), Far Eastern Medical Foundation (4%), Far Eastern Memorial Foundation (3%), Yuan Ze University (3%), Chunghwa Post Co., Ltd., (2%), Douglas Tong Hsu (2%), Yuanta Taiwan Value High Dividend ETF account in the custody of Hua Nan Commercial Bank Ltd. (2%), Cathay Life Insurance (1%)
Yue Ming Trading Co., Ltd.
Yuan Ding Investment Co., Ltd. (45.5%), Da Chu Chemical Fiber Co., Ltd. (38.23%), Pai Ding Investment Co., Ltd. (15.45%), Ding Ding Business Consultation Co., Ltd. (0.33%), Yuan Ding Leasing Co., Ltd. (0.16%)
Yu Li Investment Co., Ltd.
U-Ming Marine Transport Corp (68%), Yue Tung Investment Co., Ltd. (32%)
Da Chu Chemical Fiber Co., Ltd.
Yuan Ding Investment Co., Ltd. (42%), Yue Ding Industries Co., Ltd. (30%), Yu Li Investment Co., Ltd. (19%), Yue Ming Trading Co., Ltd. (9%)
Major shareholders who are corporations March 21, 2026
Name of corporation
Major corporate shareholders
Asia Cement Corporation
Far Eastern New Century Corp. (21%), Yuanta/P Taiwan High Dividend Fund Account in the custody of Cathay United Bank (5%), Far Eastern Medical Foundation (5%), UOB Taiwan High Dividend Recovery 30 ETF Account in the custody of Taiwan Business Bank (2%), Yuan Ding Investment Co., Ltd. (2%), Labor Pension Committee of Far Eastern New Century Corp. (2%), Chunghwa Post Co., Ltd. (1%), Far Eastern Department Stores (1%), Yuan Ze University (1%), Far Eastern Memorial Foundation (1%)
Asia Eastern University of Science & Technology
Asia Cement Corporation (50%), Far Eastern New Century Corporation (50%)
Far Eastern Medical Foundation
Y. Z. Hsu (76.90%), Z. Y. He (2.31%), S. P. Wang (2.31%), W. Y.
Hsu (2.31%), Y. C. Huang (2.31%), Douglas T. Hsu (2.31%),
Laurence M. Yang (2.31%), John Hsu (2.31%), Johnny Shih (2.31%), S. S. Hsu (2.31%), W. S. Yu (2.31)
Far Eastern Memorial Foundation
Y. Z. Hsu (50%), Y. C Hsu (50%)
Yuan Ze University
U-Ming Marine Transport Corp. (55.21%), Far Eastern Medical Foundation (26.05%), Far Eastern New Century Corp. (5.52%), Fu Ming Transport Corp. (5.25%), Far Eastern Memorial Foundation (4.91%), Asai Cement Corp. (2.76%), Connie Hsu (0.28%), Y. Z. Hsu (0.01%), Z. Z. Yu (0.01%)
Name of corporation
Major corporate shareholders
Chunghwa Post Co., Ltd.
Ministry of Transportation and Communications (100%)
Cathay Life Insurance Co., Ltd.
Cathay Financial Holdings (100%)
Yuan Ding Investment Co., Ltd.
Far Eastern New Century Corp. (100%)
Pai Ding Investment Co., Ltd.
Far Eastern Department Stores (67%), Pai Yang Investment Co., Ltd. (33%)
Ding Ding Business Consultation Co., Ltd.
Yue Tung Investment Co., Ltd. (40%), Da Chu Chemical Fiber Co., Ltd. (34%), Fu Da Transport Corp. (16%), Asia Engineering Enterprise Co., Ltd. (5%), Pai Ding Investment Co., Ltd. (5%)
Yuan Ding Leasing Co., Ltd.
Yuan Ding Investment Co., Ltd. (46.2%), Asia Cement Corp (43.6%), Far Eastern Department Stores (9.2%), Yue Yuan Investment Co., Ltd. (1%)
U-Ming Marine Transport Corporation
Asia Cement Corp (39%), Capital TIP Customized Taiwan Select High Dividend ETF account (10%), Norwegian Central Bank Investment Account in the custody of CitiBank Taiwan (3%), Yuanta Taiwan High Dividend Low Volatility ETF Account in the custody of Taiwan Bank (3%), UPAMC Taiwan High Dividend Momentum ETF Account in the custody of Hua Nan Bank (1%), Yuan Ding Investment Co., Ltd. (1%), Taishin TIP Taiwan ESG HDSMC ETF Account (1%), Yue Yuan Investment Co., Ltd. (1%), Asia Investment Corp. (1%), Ya Li Transportation Corp. (1%)
Yue Tung Investment Co., Ltd.
U-Ming Marine Transport Corp. (73.5%), Yu Li Investment Co., Ltd. (26.5%)
Yue Ding Industries Co., Ltd.
Fu Da Transport Corp. (26.95%), Yue Tung Investment Co., Ltd. (25.36%), An He Apparel Co., Ltd. (15.66%), Ding Yuan International Co., Ltd. (13.20%), Tong Fu Investment Corporation (4.61%), Ya Li Precast Pre-stressed Concrete Industries Corp. (3.89%), Da Chu Chemical Fiber Co., Ltd. (3.89%), Yuan Ding Investment Co., Ltd. (2.59%), Pai Ding Investment Co., Ltd. (2.31%), Ding Shen Investment Co., Ltd. (1.53%), Far Eastern Apparel Co., Ltd. (0.01%)
Information of the Directors
Disclosure of Directors' professional qualifications and Independent Directors' independence
Requirement
Name
Professional qualifications & experiences
Independence
Concurrently serving as an Independent Director of another
listed company
Douglas T. Hsu Chairman of the Board
Please refer to p7-p8,
"Directors Information" for professional qualifications and experiences of Directors.
No Director is under any of the categories stated in Article 30 of the Company Act.
Not applicable
0
Johnny Shih
Vice Chairman of the Board
0
Humphrey Cheng Director
0
Kao-Shan Wu Director
0
Justin Tsai Director
0
Eric Chueh Director
0
Alan Tsai Director
0
Bing Shen Director
2
Walt Cheng Independent Director
All the Independent Directors are fully complied with the following:
1
Ping Lih Independent Director
0
An-Ming Wu Independent Director
1
All the relevant stipulations pursuant to Article 14-2 of Securities & Exchange Act and Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies of Financial Supervisory Commission.
Not an Independent Director, spouse or kinship within 2nd tier holds a position as Director, Supervisor, or employee at the Company or its affiliate.
Not an Independent Director (or in others' name), spouse or underage child hold stock of the company.
Provided no business, legal, financial and accounting services to the company or its affiliates and/or rewarded with remuneration in the last two years.
① Board diversification Diverse policy:
The Company's Board is composed of 11 Directors, including 3 Independent Directors,
one of which is female, targeting the respective independent and female Directors achieving one third of the Board seats. Current female Director is elected based on the individual expertise and dedication to the Company. Future election will be prioritized on female nomination to meet with the aforesaid target.
The Board members are experienced mostly in the operation of petrochemical and some in other industries, such as legal, accounting, finance, economy, marketing, and the like, in conformity with corporate governance goal in diversity. The Company adopts a candidate nomination system for Board election, evaluating the academic and career experiences of each member, in compliance with the "Procedures for Board of Director Election" and the "Corporate Governance Principles" to ensure diversity, independence and the integrity of stakeholders' opinions are taken into account.
Implementation:
Each Director is aware of and identified with the Company's overall management concept and business status, by way of his/her seasoned experiences in global political & economic status, law compliance, and international operation & manufacturing management.
To adapt to the changing of business environment, the Company's implementation status is as follows.
The Company has stipulated in Chapter 3 "Strengthening the Functions of the Board of Directors" of the "Corporate Governance Principles" that the composition of the Company's Board of Directors should consider diversity and possess the knowledge, skills and qualities necessary to perform their duties. Relevant exclusive courses are planned for the Board members to enhance their capability to achieve the ideal goal of corporate governance and keep pace with the times.
Name
Gender
Independent Directors
Length of Tenure
Professional Knowledge & Skill
Diversified Core Strength
Under 6 years
3 to 6 years
Professional Background
Professional Qualification
Petrochemical Industry Experience
Operation Judgement
Management
Finance & Accounting
Commerce & Economy
Crisis Management
Industrial Knowledge
International Perspective
Decision- making Leadership
Chemical Engineering Chemistry
Douglas T Hsu
Male
Operation
V
V
V
V
V
V
V
V
V
V
Johnny Shih
Male
Operation
V
V
V
V
V
V
V
V
V
V
Humphrey Cheng
Male
Operation
Law
V
V
V
V
V
V
V
V
V
V
Kao-Shan Wu
Male
Operation
V
V
V
V
V
V
V
V
V
V
Justin Tsai
Male
Operation
V
V
V
V
V
V
V
V
V
V
Eric Chueh
Male
Operation
V
V
V
V
V
V
V
V
V
V
Alan Tasi
Male
Operation
Accountant
V
V
V
V
V
V
V
V
V
V
Bing Shen
Male
Finance
*
V
V
V
V
V
V
V
V
V
Walt Cheng
Male
V
Operation
V
V
V
V
V
V
V
V
V
V
Ping Lih
Female
V
Accounting
Accountant
*
V
V
V
V
V
V
V
V
V
An-Ming Wu
Male
V
Accounting
Accountant
*
V
V
V
V
V
V
V
V
'*' represents experience in other industry
② Board independence
The Company's 17th Board of Directors comprises a total of 11 Directors, including 3 Independent Directors, with Independent Directors accounting for 27% of all Board seats. Both the proportion and independence of the Independent Directors comply with the requirements set forth in the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies. The Board of Directors also conducts regular reviews of the qualifications and independence of the Independent Directors.
There are no spousal or second-degree kinships among the Independent Directors, nor between Independent Directors and other Directors. In addition, more than half of the Directors-seven in total-do not have spousal or second-degree kinship relationships with one another, in compliance with Paragraphs 3 and 4 of Article 26-3 of the Securities and Exchange Act.
Corporate Governance Report
- 14 -
March 21, 2026
Job title
Nation
-ality
Name
Gender
Date on which current position was assumed
Shares held when appointed
Shares held by spouse and minor children
Shares held in another person's name
Work experience (academic degree)
△Position(s) held concurrently in the Company and/or in any other company
Managers as spouse or kinship of second degree
Remark
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Job title
Name
Relation
- ship
President
R.O.C.
Justin Tsai
M
2013.1.1
0
0.00%
0
0.00%
0
0.00%
EMBA, National Cheng Chi University
△Director and President of Tong Fu Investment Corp., Director of Far Eastern Union Petrochemical (Yangzhou) Ltd., and
Oriental Petrochemical Corp.
N/A
N/A
N/A
N/A
Plant Chief Manager Executive Vice
President
R.O.C.
Y. S.
Chang
M
2016.11.5
0
0.00%
0
0.00%
0
0.00%
Master's in Chemical Engineering, National Cheng Kung University
△N/A
N/A
N/A
N/A
N/A
Sub Plant Chief Manager Technical &
Engineering Center Plant Administration Assistant Vice
President
R.O.C.
William Chen
M
2021.12.1
0
0.00%
0
0.00%
0
0.00%
Master's in Science & Technology, National Kaohsiung University of Applied Sciences
△N/A
N/A
N/A
N/A
N/A
Manufacturing Group II
Assistant Vice President
R.O.C.
Y.T. Ko
M
2021.12.1
0
0.00%
0
0.00%
0
0.00%
Master's in Mechanical and Electro-Mechanical Engineering, National Sun Yat-Sen University
△N/A
N/A
N/A
N/A
N/A
R&D Center Assistant Vice
President
R.O.C.
Eric Hsu
M
2024.8.9
0
0.00%
0
0.00%
0
0.00%
PhD in Chemical Engineering, National Tsing Hua University
△N/A
N/A
N/A
N/A
N/A
President Office Assistant Vice
President
R.O.C.
David Huang
M
2022.1.10
0
0.00%
0
0.00%
0
0.00%
Master's in Chemical Engineering, Fu Ren Catholic University
△N/A
HR & Administration Assistant Vice President
R.O.C.
Daniel Yu
M
2021.12.1
45
0.00%
0
0.00%
0
0.00%
MBA of Cleveland State University, USA
△Supervisor of Far Eastern Union Petrochemical (Yangzhou) Ltd, Director of Fu-Da Transport Corp. and Tong Fu
Investment Corp.
N/A
N/A
N/A
N/A
Job title
Nation
-ality
Name
Gender
Date on which current position was assumed
Shares held when appointed
Shares held by spouse and minor children
Shares held in another person's name
Work experience (academic degree)
△Position(s) held concurrently in the Company and/or in any other company
Managers as spouse or kinship of second degree
Remark
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Quantity of shares
Shares held Proportion
Job title
Name
Relation
- ship
Business Group
Assistant Vice President
R.O.C.
Wilson Lee
M
2023.8.14
50,000
0.00%
0
0.00%
0
0.00%
Master's in Chemical Engineering, National Taiwan University
△N/A
N/A
N/A
N/A
N/A
Finance Dept. Assistant Vice President
R.O.C.
David Chiang
M
2023.8.10
0
0.00%
0
0.00%
0
0.00%
Master's in Accounting, National Taipei University
△Supervisor of Tong Fu Investment
Corporation
N/A
N/A
N/A
N/A
Accounting Dept.
Assistant Vice President
R.O.C.
Allen Yu
M
2018.3.20
0
0.00%
0
0.00%
0
0.00%
EMBA, National Cheng Chi University
△N/A
N/A
N/A
N/A
N/A
Accounting Dept. Assistant Vice President
R.O.C.
Tony Wei
M
2026.3.10
0
0.00%
0
0.00%
0
0.00%
Master's in Financial Management, Robert Gordon University, UK
△N/A
N/A
N/A
N/A
N/A
Auditing Dept. Manager
R.O.C.
Vince Chou
M
2024.3.1
0
0.00%
0
0.00%
0
0.00%
Master's in Finance, Chang Jung Christian University
△N/A
N/A
N/A
N/A
N/A
Oriental Union Chemical Corporation
- 15 -
Corporate Governance Report
- 16 -
Remuneration of Directors & Independent Directors Currency unit: NTD thousand
Job title
Name
Remuneration of Director
The sum of A, B, C and D in proportion to Earnings
Remuneration in the capacity as employee
The sum of A, B, C, D, E, F and G
to Earnings
Whether remuneration from any reinvestees other than subsidiaries is received?
(J)
Remuneration (A)
Pension (B)
Retained Earnings Distribution (C)
Professional practice (D)
Salaries, bonus and special subsidies
(E)
Pension (F)
Employee bonus from earnings (G)
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies
included in the financial
statement
the Company
Companies included in the financial statement
Cash dividend
Stock dividend
Cash dividend
Stock dividend
Director
Douglas T. Hsu
0
0
0
0
0
0
124
124
124
-0.01%
124
-0.01%
6,309
6,309
0
0
0
0
0
0
6,433
-0.80%
6,433
-0.80%
44,553
Representatives of Far Eastern New Century:
Johnny Shih
0
0
0
0
0
0
126
126
126
-0.01%
126
-0.01%
5,961
5,961
0
0
0
0
0
0
6,087
-0.76%
6,087
-0.76%
3,668
Representatives of Far
Eastern New Century: Humphrey Cheng
0
0
0
0
0
0
128
128
128
-0.01%
128
-0.01%
0
0
0
0
0
0
0
0
128
-0.02%
128
-0.02%
0
Representatives of Far
Eastern New Century: Kao-Shan Wu
0
0
0
0
0
0
128
128
128
-0.01%
128
-0.01%
0
0
0
0
0
0
0
0
128
-0.02%
128
-0.02%
160
Representatives of Yue Ming Trading Co Ltd:
Justin Tsai
0
0
0
0
0
0
128
128
128
-0.01%
128
-0.01%
7,931
8,051
0
0
0
0
0
0
8,059
-1.00%
8,179
-1.02%
0
Representative of Da
Chu Chemical Fiber Co Ltd: Eric Chueh
0
0
0
0
0
0
126
126
126
-0.01%
126
-0.01%
0
0
0
0
0
0
0
0
126
-0.02%
126
-0.02%
5,852
Representative of Yu
Li Investment Co., Ltd.: Bing Shen
0
0
0
0
0
0
128
128
128
-0.01%
128
-0.01%
0
0
0
0
0
0
0
0
128
-0.02%
128
-0.02%
0
Representative of Yu Li Investment Co.,
Ltd.: Alan Tsai
0
0
0
0
0
0
128
128
128
-0.01%
128
-0.01%
0
0
0
0
0
0
0
0
128
-0.02%
128
-0.02%
0
Independent Director
Walt Cheng
1,060
1,060
0
0
0
0
148
148
1,208
-0.14%
1,208
-0.14%
0
0
0
0
0
0
0
0
1,208
-0.15%
1,208
-0.15%
0
Ping Lih
800
800
0
0
0
0
128
128
928
-0.10%
928
-0.10%
0
0
0
0
0
0
0
0
928
-0.12%
928
-0.12%
0
An-Ming Wu
900
900
0
0
0
0
148
148
1,048
-0.12%
1,048
-0.12%
0
0
0
0
0
0
0
0
1,048
-0.13%
1,048
-0.13%
0
Remarks:
/all companies listed in the financial report /re-investment enterprises, etc.): None.
The remuneration paid by the Company to the Directors is in accordance with the provisions of the Company's Articles of Incorporation, and after the resolutions have been approved by the Remuneration Committee and the Board of Directors, it will be reported accordingly. The remuneration of Independent Directors shall be fixed according to their responsibilities. If they are concurrently the convener of the functional committee or a member of the Remuneration Committee, another fixed amount will be added. Directors' professional practice fees listed refer to fixed travel expenses.
Except as disclosed in the above table, the remuneration received by the Directors of the Company in the most recent year for providing services (such as serving as a consultant to non-employees of the parent company
The professional practice fees listed above refer to the actual amount paid in 2025; no remuneration for Directors and employees is allocated on account of the loss before income tax in 2025.
The Company and all companies in the consolidated financial statement neither issue shares nor issue warrants and options for purchasing common shares to employees as bonus.
Oriental Union Chemical Corporation
- 17 -
Breakdown of remuneration
Breakdown of remuneration of Directors
Name of Director
Total (A+B+C+D)
Total (A+B+C+D+E+F+G)
the Company
Companies included in the financial statement (H)
the Company
Companies included in the financial statement (I)
Less than NT$1,000,000
Douglas T. Hsu
Representatives of Far Eastern New Century Corp.: Johnny Shih, Humphrey Cheng, Kao-Shan Wu Representative of Yue Ming Trading Co., Ltd.: Justin Tsai Representative of Da Chu
Chemical Fiber Co.: Eric Chueh Representatives of Yu Li
Investment Co., Ltd.: Alan Tsai, Bing Shen
Ping Lih
Douglas T. Hsu
Representatives of Far Eastern New Century Corp.: Johnny Shih, Humphrey Cheng, Kao-Shan Wu Representative of Yue Ming Trading Co., Ltd.: Justin Tsai Representative of Da Chu
Chemical Fiber Co.: Eric Chueh Representatives of Yu Li
Investment Co., Ltd.: Alan Tsai, Bing Shen
Ping Lih
Representatives of Far Eastern New Century Corp.: Humphrey Cheng, Kao-Shan Wu
Representative of Da Chu Chemical Fiber Co.: Eric Chueh Representatives of Yu Li
Investment Co., Ltd.: Alan Tsai, Bing Shen
Ping Lih
Representatives of Far Eastern New Century Corp.: Humphrey Cheng, Kao-Shan Wu
Representatives of Yu Li
Investment Co., Ltd.: Alan Tsai, Bing Shen
Ping Lih
NT$1,000,000 (inclusive)~NT$2,000,000
Walt Cheng, An-Ming Wu
Walt Cheng, An-Ming Wu
Walt Cheng, An-Ming Wu
Walt Cheng, An-Ming Wu
NT$2,000,000 (inclusive)~NT$3,500,000
NT$3,500,000 (inclusive)~NT$5,000,000
NT$5,000,000 (inclusive)~NT$10,000,000
Douglas T. Hsu
Representative of Far Eastern New Century Corp.: Johnny Shih Representatives of Yue Ming Trading Co., Ltd.: Justin Tsai
Representatives of Far Eastern New Century Corp.: Johhny Shih Representative of Yue Ming Trading Co., Ltd.: Justin Tsai
Representative of Da Chu Chemical Fiber Co.: Eric Chueh
NT$10,000,000 (inclusive)~NT$15,000,000
NT$15,000,000 (inclusive)~NT$30,000,000
NT$30,000,000 (inclusive)~NT$50,000,000
NT$50,000,000 (inclusive)~NT$100,000,000
Douglas T. Hsu
NT$100,000,000 above
Total
11 persons
11 persons
11 persons
11 persons
Remuneration of President and Vice Presidents
Corporate Governance Report
Currency unit: NTD thousand
Job title
Name
Salary (A)
Pension (B)
Salaries, bonus and special subsidies (C)
Employee bonus allocated from earnings (D)
The sum of A, B, C and D in proportion to
Earnings (%)
Whether remuneration from any reinvestees other than subsidiaries is received?
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies included in the financial statement
the Company
Companies
included in the financial statement
the Company
Companies included in the financial statement
Cash dividend
Stock dividend
Cash dividend
Stock dividend
President
Justin Tsai
4,742
4,862
0
0
3,189
3,189
0
0
0
0
7,931
-0.89%
8,051
-0.91%
9
Vice President
Y.S. Chang
3,423
3,423
0
0
678
678
0
0
0
0
4,101
-0.46%
4,101
-0.46%
0
Assistant VP
Wilson Lee
2,847
2,847
0
0
926
926
0
0
0
0
3,773
-0.43%
3,773
-0.43%
0
Assistant VP
Daniel Yu
2,486
2,606
0
0
502
502
0
0
0
0
2,988
-0.34%
3,108
-0.35%
0
Assistant VP
David Huang
2,060
2,060
0
0
813
813
0
0
0
0
2,873
-0.32%
2,873
-0.32%
0
- 18 -
Note 1: The Company and all companies in the consolidated financial statement neither issue shares nor issue warrants and options for purchasing common shares to employees as bonuses.
Breakdown of remuneration
Breakdown of remuneration of President and Vice President
Names of President & Vice President
the Company
Companies included in the financial statement (E)
Less than NT$1,000,000
NT$1,000,000 (inclusive)~NT$2,000,000 (exclusive)
NT$2,000,000 (inclusive)~NT$3,500,000 (exclusive)
NT$3,500,000 (inclusive)~NT$5,000,000 (exclusive)
Y. S. Chang
Y. S. Chang
NT$5,000,000 (inclusive)~NT$10,000,000 (exclusive)
Justin Tsai
Justin Tsai
Total
2 persons
2 persons
Remuneration Allocation of the Managerial Officers
Currency unit: NTD thousand
Job title
Name
Stock dividend
Cash dividend
Total
Proportion to earnings after tax (%)
Managerial Officer
President
Justin Tsai
0
0
0
0%
Vice President
Y.S. Chang
Assistant VP of Technical & Engineering Center and Plant Administration
William Chen
Assistant VP of Manufacturing Group II
Y.T. Ko
Assistant VP of R&D Center
Eric Hsu
Assistant VP of President Office
David Huang
Assistant VP of HR & Administration
Daniel Yu
Assistant VP of Business Group
Wilson Lee
Assistant VP of Finance Dept.
David Chiang
Assistant VP of Accounting Dept.
Allen Yu
Assistant VP of Accounting Dept.
Tony Wei
Manager of Audit Dept.
Vince Chou
Oriental Union Chemical Corporation
- 19 -
Specify and compare the remuneration of Directors, President and Vice Presidents of the Company in proportion to the earnings after tax from the Company and companies included in the consolidated financial statements over the last two years, and specify the policies, standards, combinations, and procedures of decision-making for remuneration and their correlation with business performance and future risk:
Specify and compare the remuneration of Directors, President and Vice Presidents of the Company in proportion to the earnings after tax in the entity or individual financial statement of the Company and companies included in the consolidated financial statements over the last two years:
Item
Total remuneration of Directors, President, and Vice Presidents in proportion to the earnings after tax:
Year
the Company
Consolidated financial statements
2025
-3.21%
-3.23%
2024
139.90%
140.50%
The policies, standards, combinations, procedures of decision-making of remunerations and their correlation with business performance and future risk:
Corporate Governance Report
Pursuant to Company Law and Article 33 of Articles of Incorporation, when there is a profit at the end of the year, the Company shall distribute 1%-2% of the profit as remuneration for employees and no more than 1% as remuneration for Directors. However, should there be any accumulated loss, the loss should be offset in advance. The remuneration for employees can be in stock or cash. Its actual proportion, amount, form or number of stocks shall be resolved at the Board of Directors' Meeting, with the consent of over half of the least two thirds of total Directors' attendant, prior to the Shareholders' Meeting. Same shall be applied to the Directors remuneration. The remuneration of Directors, President, Vice Presidents and managerial officers shall be distributed in accordance with the actual operation status of the Company as well as with references from the associates and past experiences. The remuneration distributed will be subject to the changes in allocation measure, structure and system in view of actual operation status, and to the adjustment conforming to reenactment of relevant statute mainly according to factors such as job accountability, overall environment, operating risk and market standard.
- 20 -
The remuneration for the Directors will be set pursuant to the "Procedures for the Board Performance Evaluation," in view of the overall operation performance, future management risks and development of the Company, as well as individual performance achievement and contribution to the Company, considering his/her fulfillment of the task and target, accountability awareness, participation in the operation, internal relations management and communication, expertise and continued education, as well as the internal control, prior to submitting to the Remuneration Committee for the relevant performance assessment and justness evaluation prior to the Board Meeting for approval. To keep balance of the sustainability and risk management of the Company, the remuneration system shall be reviewed at any time in accordance with the status quo of operation and the relevant statute.
-
Implementation of Corporate Governance
Operations of Board of Directors
The Board held four meetings in 2025. The attendance record of Directors is listed below:
Job title
Name
Actual attendance (participation)
Attendance by proxy
Actual attendance (participation) (%)
Remark
Chairman of the Board
Douglas T. Hsu
2
0
50%
Reelected. Date of reelection: 2024/6/12
Vice Chairman of the Board
Representative of Far Eastern New Century: Johnny Shih
3
0
75%
Reelected. Date of reelection: 2024/6/12
Director
Representative of Far Eastern New Century: Humphrey Cheng
4
0
100%
Reelected. Date of reelection: 2024/6/12
Director
Representative of Far Eastern New Century: Kao-Shan Wu
4
0
100%
Reelected. Date of reelection: 2024/6/12
Director
Representative of Yue Ming Trading Co., Ltd.: Justin Tsai
4
0
100%
Reelected. Date of reelection: 2024/6/12
Director
Representative of Da Chu Chemical Fiber Co., Ltd.: Eric Chueh
4
0
100%
Reelected. Date of reelection: 2024/6/12
Director
Representative of Yu Li Investment Co., Ltd.: Bing Shen
4
0
100%
Reelected. Date of election: 2024/6/12
Director
Representative of Yu Li Investment Co., Ltd.: Alan Tsai
4
0
100%
Elected. Date of election: 2024/6/12
Independent Director
Walt Cheng
4
0
100%
Reelected. Date of reelection: 2024/6/12
Independent Director
Ping Lih
4
0
100%
Reelected. Date of reelection: 2024/6/12
Independent Director
An-Ming Wu
4
0
100%
Elected. Date of election: 2024/6/12
Other items to be specified:
Directors, and the Company's handling of the opinions of the Independent Directors shall be clearly stated:
None
Should one of the following occur, the meeting date, period, content of the resolution, opinions of all Independent
All the listed items in Article 14-3 of the Securities and Exchange Act: please refer to the Board resolution on p61-p62.
In addition to the items in board resolutions regarding which Independent Directors have voiced opposing or qualified opinions on the record or in writing: The Independent Directors voiced no opposing or qualified opinions on any of the Board's resolutions.
In instances where a Director's circumvention is due to conflict of interest, the minutes shall clearly state the Director's name, contents of the motion and resolution thereof, reason for such circumvention and the voting status:
The assessment cycle, period, scope, measure and contents of Directors' self-appraisal are stated below:
Assessment Circle
Assessment Period
Assessment Scope
Assessment Measure
Assessment Content
Yearly
Jan. 2025 to
Board internal
Assessment aspects for the Board shall include the following:
committee's decision-making
Assessment measures for the individual Director shall include the following:
operation
Assessment measures for the functional committees shall include the following:
committee's decision-making
Dec. 2025
assessment (Board
Performance
Appraisal
Questionnaire)
2. Individual
Director's self-
Director
appraisal (Board of
Director's Self-
Appraisal
Questionnaire)
3. Functional
Functional
Committees
Committee internal
(incl. Audit
assessment
Committee and
(Functional
Remuneration
Committee internal
Committee)
assessment
questionnaire)
Board
Involvement in the Company's operation
Quality improvement of the functional
Board composition and structure
Board election and continual education
Internal control
Control of the corporate goal and mission
Cognition of Director's duty
Involvement in the Company's
Internal relation management and communication
The expertise and continual education of Directors
Internal control
Involvement in the Company's operation
Cognition of functional committee's duty
Quality improvement of the functional
The composition and assignment of the functional committee
Internal control
The important Board resolutions were notified at the Company's website, and Directors liability insurance were implemented, to improve the information transparency and secure shareholders' equity, as well as have the Audit Committee established for the supervision of Board's execution.
The attendance record of the Independent Directors in 2025 and till the printing date of this annual report:
Date
2025/3/3
2025/5/12
2025/8/13
2025/11/11
2026/3/3
Walt Cheng
V
V
V
V
V
Ping Lih
V
V
V
V
V
An-Ming Wu
V
V
V
V
V
Note: 'V' represents attendance, '*' attendance via proxy
Operations of the Audit Committee
The Audit Committee held six meetings in 2025. The attendance record of Independent Directors is listed below:
Job title
Name (Note 1)
Actual attendance (participation)
Attendance by proxy
Actual attendance (participation) (%) (Note 2)
Remark
Convener
Walt Cheng
4
0
100%
-
Independent Director
Ping Lih
4
0
100%
Independent Director
An-Ming Wu
4
0
100%
The Audit Committee of the Company consists of all the Independent Directors. The major issues regarding the Audit Committee meetings summoned quarterly at least included as follows:
⮞ Financial statements review
The Board of Directors submitted the 2025 Business Report, Financial Statements, and the Resolution for the deficit offset, which were reviewed by the Audit Committee following the audition of CPAs, Wen-Ling Liu and Pai-De Chen of Deloitte & Touche. All were found in order.
⮞ Appointment of CPAs
The independence and competence of the CPAs were evaluated by both the Audit Committee's meeting and Board of Directors' meeting held respectively on 9th and 12th May 2025. The CPAs have no interest or kinship of any kind with the Company and provide professional services with a fair and objective attitude. A Declaration of Independent in Fact of the CPAs as regulated was also provided by Deloitte & Touche.
Other items to be specified:
The formulation or amendment of the Company's internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
Efficiency evaluation of the Company's internal control system.
The formulation or amendment of the Company's major financial disposition procedures in regard to the acquisition or disposal of assets, engagement in the derivatives transactions, loans of funds, and endorsements and guarantees pursuant to Article 36-1 of the Securities and Exchange Act.
The interest inflicted issues concerning Directors of the Company.
The Company's proposal on major assets or derivatives transactions.
The Company's proposal on major loans of funds, endorsements and guarantees.
The Company's proposal on offering issuance or private placement of equity-type securities.
The Company's appointment, discharge or remuneration of the CPAs.
The Company's appointment or discharge of financial, accounting or internal auditing officers.
The Company's annual financial report.
The major issues of other companies or stipulation of competent authority.
If the operation of the Audit Committee falls under any of the following circumstances, the date, session, motion of the Audit Committee meeting, the Independent Directors' objections, qualified opinions or major recommendations, resolutions of the Audit Committee, and the Company's response to the opinions of the Audit Committee shall be stated and dealt with.
All the listed items mentioned above are pursuant to Article 14-5 of the Securities & Exchange Act.
Term of the Audit Committee Meeting
Major resolution & follow-up action
Items regarding Article 14-5 of Securities & Exchange Act
Audit Committee's resolution results and
the Company's opinion on the follow-up
4th meeting of 3rd term 2025.2.27
V V V V
V V
The proposals were passed unanimously by the Audit Committee and reported to the Board of Directors and approved unanimously.
5th meeting of 3rd term 2025.5.9
V V V V
V
6th meeting of 3rd term 2025.8.12
V V
V
7th meeting of 3rd term 2025.11.10
V V
V V
V
Approval of the acquisition and disposal of the Company's assets
Approval of the Company's proposal on credit line agreements with the financial institutes
Approval of the Company's 2024 financial report (including individual report)
Approval of the Company's 2024 profit allocation
Approval of the Company's 2024 business report
Approval of the Company's Q4/2024 auditing report
Approval of the Company's 2024 Internal Control System Declaration
Approval of the acquisition and disposal of the Company's assets
Approval of the Company's proposal on credit line agreements with the financial institutes
Approval of the Company's guarantee proposal on the reinvestee's credit line with the financial institutes
Approval of the Company's periodical assessment of the CPAs' independence and competence
Approval of the Company's Q1/2025 consolidated financial report
Approval of the Company's Q1/2025 auditing report
Approval of the Company's energy integration of the new installment of the air separation unit (ASU5) and the renewal surrounding equipment
Approval of the acquisition and disposal of the Company's assets
Approval of the Company's proposal on credit line agreements with the financial institutes
Approval of the Company's proposal on customers' credit line control
Approval of the Company's consolidated financial report Q2/2025
Approval of the Company's Q2/2025 auditing report
Approval of the acquisition and disposal of the Company's assets
Approval of the Company's proposal on credit line agreements with the financial institutes
Approval of the Company's consolidated financial report Q3/2025
Approval of the Company's Q3/2025 auditing report
Approval of the amendment to the Company's internal control system
Approval of the Company's 2024 auditing plan
Any other item which was not approved by the Audit Committee, yet resolved by two thirds of the Board of Directors: N/A
In instances where an Independent Director's circumvention is due to the conflict of interest, the minutes shall clearly state the Independent Director's name, contents of the motion and resolution thereof, reason for such circumvention and the voting status: N/A
Communication between Independent Directors and internal audit officer and CPAs: (e.g. the material items, methods and results of the discussion regarding the Company's financial and business status)
In addition to each audit report submitted to the Independent Directors the following month upon completion, the audit officer reported on the auditing execution, the important internal audit issues at each quarterly held Audit Committee meeting. A meeting minutes would be composed of and forwarded to the Audit Committee before reporting to the Board. The Independent Directors and audit officer kept in good communication.
The CPAs of the Company communicated with Independent Directors quarterly regarding the review results of the quarterly financial statements prior to the Audit Committee meeting. In 2025, The Audit Committee and the CPAs were kept in good communications, with none of the unusual occurred.
Date | Communication status with the audit officer | Date | Communication status with the CPAs |
2025.2.27 |
System Declaration | 2025.2.25 |
|
2025.2.27 |
| ||
2025.5.9 |
| 2025.5.8 |
competence |
2025.8.12 |
| 2025.8.7 |
|
2025.11.10 |
| 2025.11.10 |
|
|
Corporate Governance Execution Results and Deviations from "Corporate Governance Best-Practice Principles for TWSE / GTSM Listed Companies"
Item | Implementation Status | Deviations from "Corporate Governance Best-Practice Principle for TWSE/GTSM Listed Companies" and reasons | ||
Yes | No | Summary | ||
1. Has the Company formulated and disclosed its own corporate governance best-practice principles in accordance with " Corporate Governance Best-Practice Principles for TWSE-GTSM Listed Companies"? | V | The Company has formulated "Corporate Governance Principles" and reviewed regularly to strengthen its system and structure. The same has also been disclosed through the Company's website accordingly. | None | |
2. Shareholding Structure & Shareholders' Equity
| V V V V |
undisclosed info, as well as " Codes of Ethics" and "Best Practice Principles" | None | |