Walsin Lihwa upholds the philosophy of operational transparency and the protection of shareholders' rights, and firmly believes that excellent corporate governance can only be built on a foundation of a sound and efficient Board of Directors. To realize this philosophy, the Board of Directors has established 4 functional committees: the Audit Committee, the Remuneration Committee, the Sustainable Development Committee, and the Nomination Committee. They assist the Board with fulfilling its supervisory duties, and are responsible for formulating and reviewing relevant policies and systems, thereby ensuring that Walsin Lihwa's philosophy can be promoted and implemented. The functional committees report their implementation status and resolutions to the Board of Directors on a regular basis in order to strengthen the Board's operations. In addition, Walsin Lihwa has created the position of Corporate Governance Officer, which is currently served by Vice President Ms. Hueiping Lo. The Corporate Governance Officer is responsible for preparing matters related to the Board of Directors, such as pre-meeting notifications, the taking of meeting minutes, providing Directors with information necessary for their duties, regularly reporting the status of Directors undertaking continuing education and Independent Directors' concurrent roles elsewhere and changes in shareholding. The Corporate Governance Officer also assists Directors in complying with laws and the Company's Articles of Incorporation, thus improving the Company's corporate governance and strengthening the Board of Directors' functions.

According to the Directions for the Implementation of Continuing Education for Directors and Supervisors of TWSE Listed and TPEx Listed Companies, all directors have reached over 6 hours of continuing education in 2024, totaling 193.5 hours, achieving 100% compliance. Furthermore, in response to sustainable development trends, Directors at Walsin Lihwa have actively participated in a variety of sustainability-related courses, covering topics such as "Development Prospects of the Nickel Industry and Sustainable Management of Resilient Supply Chains", "Carbon Credit Trading Mechanisms and Carbon Management Applications", and "2024 Cathay Sustainable Finance and Climate Change Summit". In 2024, the total hours of sustainability-related courses for all Directors reached 48 hours, accounting for 24.8% of total training hours.

The Board of Directors is the highest governance body and decision maker of Walsin Lihwa, and it is responsible for overseeing the Company's overall operations and management. The Company convened the Annual General Meeting on May 19, 2023 to elect the 20th Board of Directors (including Independent Directors) for a term of 3 years, with effect from the date of appointment. Article 14 of the Articles of Incorporation states that the number of Directors is 9 to 11, and must include at least 3 Independent Directors. The Walsin Lihwa Board of Directors consists of industry elites and financial experts. The current Board comprises 11 Directors. To strengthen the independence of the Board of Directors, the number of Independent Directors currently exceeds the statutory minimum requirement, accounting for 36% of all Directors. As of December 2024, the Company's Independent Directors are all in compliance with the relevant regulations of the Securities and Futures Bureau, Financial Supervisory Commission (FSC) regarding independent directors. In addition, the circumstances described in Paragraphs 3 and 4 of Article 26-3 of the Securities and Exchange Act do not apply to any of the Directors or Independent Directors, thereby ensuring the independence of the Board of Directors. Furthermore, female Directors account for 9% of all Directors. Directors over the age of 50 account for 100% of all Directors. The Board of Directors meets at least once every quarter in order to effectively implement its functions of independent supervision and checks and balances. All proposals are reviewed by the Board of Directors and material resolutions are disclosed on the Company's website in a timely manner to ensure information transparency.

Walsin Lihwa's Ethical Conduct Guidelines for Directors of the Board and Managerial Officers strictly require recusal for conflicts of interest and anti-corruption. Moreover, pursuant to the Board of Directors Meeting Regulations if a Director has a personal interest in any agenda item or his or her personal interest may prejudice the Company's interests, the Director may not participate in discussion or voting, and shall recuse himself or herself from the discussion and voting, and also may not exercise voting rights as a proxy for any other Director. The name of any Director possibly having an interest relationship, the essential content of the interest, and the status of recusal shall be recorded in the minutes for the best interests of stakeholders.

Walsin Lihwa's Board of Directors have established the Nomination Committee Charter and Regulations for the Election of Directors to clearly specify the nomination, qualification, evaluation standards, and election procedures of Director candidates. The Nomination Committee is responsible for proposing candidate lists to the Board of Directors. After the Board of Directors carefully evaluates their qualifications, an election will be conducted in accordance with relevant laws and regulations and voted on at the shareholders' meeting. When nominating Independent Directors, Walsin Lihwa specially ensures that candidates' qualifications, professionalism, integrity, and concurrent positions are all compliant with regulations, and ensures compliance with the Securities and Exchange Act, the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and the regulations of the competent authorities. Walsin Lihwa adopts a candidate nomination system and cumulative voting system. Shareholders are elected from the list of Director candidates. Acceptance of nominations and the announcement of procedures are in accordance with the Company Act and Securities and Exchange Act. Shareholders holding more than 1% of the Company's shares issued may nominate Director candidates in writing, thereby ensuring that shareholders can participate in the nomination process. Independent Directors and Non-independent Directors are elected at the same time, but the numbers of elected candidates are calculated separately.

Pursuant to the Corporate Governance Best Practice Principles and the Principles for Selection of Board Members and Managerial Officers and Their Ongoing Education and Succession Plans for the Board's diverse backgrounds in terms of necessary professional knowledge, experiences, and different genders as well as independence, Walsin Lihwa shall continue inviting qualified candidates to join its board based on company development strategies and as well as internal and external environment changes to strengthen the balance of its Board. In 2024, there were a total of 11 Directors in the 20th Board of Directors: the Chairman Mr. Chiao, Yu-Lon, Vice Chairman Mr. Wang, Shyi-Chin, Mr. Chiao, Yu-Cheng, Mr. Chiao, Yu-Heng, Mr. Chiao, Yu-Chi, Mr. Hsia, Andrew, Ms. Hsieh, Wen-Chien, as well as 4 independent directors: Mr. Hsueh, Ming-Ling, Mr. Hu, Fu-Hsiung, Mr. Duh, Tyzz-Jiun, and Mr. Gau, Wey-Chuan. To realize the vision for corporate governance, Walsin Lihwa's Directors come from its management team as well as senior management in relevant industries with different professional backgrounds in accounting, finance, and sales. They can effectively perform the duties of the Board of Directors to help establish and maintain Walsin Lihwa's vision and value, assist in corporate governance promotion and strengthen management, supervise and assess the management's policy and business plan implementation, take charge of Walsin Lihwa's overall economic, social, and environmental operations from the perspective of stakeholders, and enhance corporate governance quality and corporate value. For further information on the Board of Directors' education backgrounds, terms of office, concurrent positions at the Company or other companies, and professional qualifications, as well as board diversity and independence, sustainability-related training and ongoing education arranged for them, please refer to the Company's Annual Report.

The Company has implemented a Board of Directors diversity policy. The specific management goal is that the number of Independent Directors should exceed 1/3 of all Directors, and that no more than half of the Independent Directors may serve for more than 3 consecutive terms. Furthermore, the number of female Directors should account for at least 1/3 of all Directors. Currently, the Company's Independent Directors account for 36% of all Directors, and at least half of them have served fewer than 3 consecutive terms. The Board of Directors consists of 10 male Directors (91%) and 1 female Director (9%). Since the re-election of the 20th Board of Directors was completed in 2023, female Directors will be prioritized in the future, with the aim of achieving the goal of female Directors accounting for at least 1/3 of all Directors, thereby promoting Board of Directors diversity and governance quality.

Walsin Lihwa's Board of Directors commissioned the Taiwan Corporate Governance Association, an independent organization with no business relationship with Walsin Lihwa, to conduct Board of Directors performance evaluations in 2018, 2021 and 2024 in accordance with the Regulations Governing Board Performance Evaluation. The review and evaluation of Directors' guidance and exchanges by a professional institution produced objective evaluation results and suggestions, which are used as references for continuous optimization of the Board of Directors' functions and quality of meetings. The 2024 Board of Directors and Functional Committee performance evaluation results have been completed, were reported to the Board on January 6, 2025. For detailed information, please refer to the Company website. Pursuant to the Rules for the Remuneration of Directors and Functional Committee Members, the Remuneration Committee takes into account the Board's performance evaluation results and factors in the Company's business strategy, profitability, future development, business environment, and risk factors, and evaluates Directors' participation in and contribution to the Company's operation, to submit a Board Compensation Proposal, which is implemented after approval by the Board of Directors. In addition, whether Director stock ownership policies will also be taken into consideration will be evaluated. The compensation policies for the President, Vice Presidents and equivalent managerial officers are based on the Regulations for the Evaluation of Managerial Performance and Compensation, taking into account the Company's business strategy and profitability as well as the manager's performance and relevant market compensation levels. The Remuneration Committee proposes the compensation policies, which are implemented after approval by the Board of Directors. The structure of compensation for managerial officers includes an equity incentive system covering treasury stocks, restricted stocks, shareholding trusts, and employee stock option certificates. The Company has utilized treasury stocks as an incentive to senior executives and increased their shareholding percentages by providing priority stock subscription rights to them for their subscription to follow-on offerings to strengthen consistency with shareholder interests. In addition, corporate governance has been included in the performance evaluation indicators of managers, and is directly linked to compensation, bringing managers' strategic goals toward Environmental, Social, and Governance (ESG) issues and their achievement, as well as the managers' sustainability responsibilities, into the key considerations for assessments. Walsin Lihwa has not yet established a remuneration claw back mechanism, and will evaluate its inclusion in relevant policies in the future.

Walsin Lihwa is committed to the rights and interests of stakeholders, and aims to exert a positive ESG influence while pursuing business sustainability and growth. For ongoing improvement of sustainability performance, the Board of Directors approved the establishment of the Sustainable Development Committee and the committee charter. The Sustainable Development Committee is responsible for assisting the board in supervision of ethical management for business integrity, green operation, environmental sustainability, talent management, employee well-being, value chain management, and sustainable development policy promotion and implementation to ensure effective sustainable development and strengthen business sustainability.

Walsin Lihwa has a 3-tier sustainable governance structure. The first tier is the Sustainable Development Committee, responsible for supervision and decision-making. There are 6 members in the current term of the committee, and an independent director is the chairperson of the committee. The second tier is the Sustainability Office, which is led by the Chief Sustainability Officer . The office is responsible for assisting in the formulation and execution of sustainable development strategies. The third tier includes 5 promotion centers under the committee, which are the Business Integrity Center, Environmental Safety and Health Promotion Center, Green Operation Center, Customer Service and Supplier Management Center, and Employee Relations and Social Engagement Center. These centers are responsible for sustainable development strategy and action plan development and implementation.

In response to the international trend of sustainability-related financial information, and in accordance with the FSC's "Roadmap for Taiwan Listed Companies to Align with IFRS Sustainability Disclosure Standards", Walsin Lihwa is one of the listed companies that will apply the Standards in 2026, and proactively launched preliminary preparatory activities in 2024. This year, the Company referenced the S1 and S2 standards issued by the International Sustainability Standards Board (ISSB) to establish the Cross-departmental Task Force to Adopt the IFRS Sustainability Disclosure Standards, which is responsible for identifying key gaps between current sustainability disclosures and IFRS standards, formulating the implementation plan, and overseeing execution. On a quarterly basis, the progress and results will be discussed and approved by the Sustainable Development Committee, then reported to the Board of Directors for supervision, thereby ensuring the smooth progress of various operations.

To strengthen the quality of sustainability information disclosure (including sustainability reporting), Walsin Lihwa has established an internal control system based on the "Reference Items for Assessing the Effectiveness of Internal Control Systems" announced by the competent authority, thereby ensuring the truthfulness, accuracy, and completeness of the disclosed content. Furthermore, the Company regularly reviews and evaluates the design and implementation of internal control systems in accordance with the requirements of the competent authority, and endeavors to propose internal control management mechanisms for sustainability information in order to benefit the Company's sustainable development strategies and improve the reliability and credibility of disclosed information.