The Audit Committee is composed of all independent directors, with a minimum of three members, one of whom is the convener, and at least one should have accounting or financial expertise.

The term of the committee members is the same as that of the independent directors; if an independent director is dismissed for any reason, resulting in a number less than that specified in the previous paragraph or the articles of association, a supplementary election shall be held at the next shareholders' meeting. If all independent directors are removed or there are vacancies, the company shall convene an extraordinary shareholders' meeting to hold a supplementary election within sixty days from the date the fact occurs.

The matters reviewed by the Audit Committee mainly include

• Drafting of or amendments to the internal control systems.
• Assessment of the effectiveness of internal control system
• Drafting of or amendments to the procedures for significant financial transactions related to the acquisition or disposal of assets, derivatives trading, loaning of funds to others,endorsements and guarantees for others.
• Matters involving the directors' own interests.
• Significant asset or derivative transactions.
• Major funding loans, endorsements, or guarantees.
• Issuance, offering or private placement of equity-type securities.
• Appointment, dismissal, or remuneration of the certified public accountant.
• Appointment and dismissal of financial, accounting or internal audit heads.
• Annual financial report and the second quarter financial report that must be audited and certified by CPAs.

Responsibilities

• Review and oversee financial reports
• Review the business report and the profit distribution proposal.
• Evaluate the effectiveness of the internal control system
• Establish or amend internal control systems
• Review the annual internal audit work plan
• Approve CPA compensation