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CORPORATE GOVERNANCE
The structure of corporate governance

VIS has been actively planning business strategies with company governance fundamentals ever since its inauguration to ensure that the company can improve the company's overall operations through corporate governance mechanisms to achieve protecting the rights and interests of shareholders, enhancing the functions of the board of directors, strengthening information transparency and carrying out corporate social responsibility.

In 2003, VIS recruited a group of distinguished professionals from the industry, as well as the finance and legal field to join the new BOD. Then in fourth board, elected on June 5, 2003, three committees of Audit, Company Governance and Nomination, and Compensation were established. This has greatly enhanced the supervision and governance functions of the board. Relevant bylaws also set to implement major principles of Corporate Governance, including protecting shareholders' rights and interests, strengthening the duties and responsibility of the board of directors, fulfilling the function of supervisors, and enhancing information transparency. The fifth board, which was re-elected on May 11, 2006, has set up the Quasi Audit Committee and Compensation Committee directly under the board in compliance with the regulation changes and company governance requirements from the government. BOD also updated Organic Regulations of Quasi Audit Committee and Organic Regulations of Compensation Committee based on the stipulation examples government provided, constituted Board Meeting Standing Orders in accordance to government guidance, in order to effectively improve and achieve the important company governance principles overall. In 2008, VIS has passed the Corporate Governance Assessment System initiated by the Taiwan Corporate Association. In seventh board in 2012, VIS recruited three professional and experienced independent directors to join the BOD and set up the Audit Committee and Compensation Committee and revise the "Audit Committee Charter" as well as "Compensation Committee Charter" in compliance with government law.

VIS has established and effectively implemented a comprehensive internal control system. All departments are required to conduct regular internal evaluation for daily operation. Further, BOD and the management review the evaluation reports and reports from internal audit department regularly to ensure the operational efficiency, the accuracy of financial reporting and compliance to all regulations.

Board of Directors appointed Chief Corporate Governance Officer on April 29, 2019. The main duties of Chief Corporate Governance Officer at the company include, but not limited to, providing information required by directors to carry out corporate affairs, handle matters related to Board of Directors' meetings and shareholders' meetings in accordance with the laws, prepare minutes of Board of Directors' meetings and shareholders' meetings, assist in onboarding and undergoing continuing education and training of directors, assist directors in complying with laws and regulations and other matters stipulated in the company's Articles of Incorporation or contracts.
The Chief Corporate Governance Officer has over three years of experience serving as a supervisor in charge of legal affairs at public companies, and is a qualified attorney-at-law.

Continuing training of Chief Corporate Governance Officer in 2019:
Name Date Host by Training Title Duration
Ellen Lin 6/18/2019 Securities and Futures Institute Information Security Governance 3 hours
6/18/2019 Securities and Futures Institute New Specification of Corporate Governance 3 hours
8/1/2019 Taiwan Corporate Governance Association Trade War and Export Control 3 hours
12/10/2019 Taiwan Corporate Governance Association Industry 4.0 and Innovation 3 hours


The performance of operations for 2019 is as follows:
* Handling of matters relating to 7 board meetings and the annual shareholders meeting in accordance with law as well as preparation of the meeting minutes of board meetings and shareholders' meeting after adjournment thereof.
* Establishment of Standard Operational Procedure for responding to Requests from Directors.
* Amendment of Rules of Procedure of Board of Directors Meetings.
* Provision of continuing education courses and assistance in directors' attendance in a total of 85 hours of training activities.
* Provision of information required for the performance of duties by the directors.

2019 Corporate Governance Awards
Organization Awards
Taiwan Stock Exchange & Taipei Exchange Ranked in top 5% in Fifth Corporate Governance Evaluation of Listed Companies and top 10% in the electronics industry with a market value of 10 billion TWD or more

2018 Corporate Governance Awards
Organization Awards
Taiwan Stock Exchange & Taipei Exchange Ranked in top 5% in Fourth Corporate Governance Evaluation of Listed Companies

2017 Corporate Governance Awards
Organization Awards
Taiwan Stock Exchange & Taipei Exchange Ranked in top 5% in Third Corporate Governance Evaluation of Listed Companies

2016 Corporate Governance Awards
Organization Awards
Taiwan Stock Exchange & Taipei Exchange Ranked in top 5% in Second Corporate Governance Evaluation of Listed Companies
CommonWealth Magazine Excellence in Corporate Social Responsibility Award - Large cap - 29th Place
Taiwan Corporation Governance Association Outstanding

VIS is committed to "the principle of integrity and seeks high standards of professional ethics" as the top priority of corporate management values. All VIS employees are forbidden from giving or taking bribes, from acting in any way contrary to the interests of the company, and from any instance of conflict of interest. VIS allows employees or any whistleblowers to report any ethical deficiencies through the E. Mail Box as below :

Audit Committee E. Mail Box:audit_committee@vis.com.tw
Chairman E. Mail Box:vis_chairman@vis.com.tw
President E. Mail Box:vis_president@vis.com.tw