Corporate Governance

【Articles of Association】Director: 7 person, include independent directors: 3 person.

Title Name Gender/Age Nationality or location Registered Date First Elected Date Elected Term Current Positions at Parade and positions at Other Companies
Director Eng Synergy Management Sdn. Bhd. Malaysia 2016.12.05 2025.06.29 3 years
Representative: Eng Kai Pin Male

31~40

Year old

Malaysia Techcential Sdn. Bhd., Marketing Manager;

Techcential International Ltd, CEO

Director Surging Success Sdn. Bhd. Malaysia 2016.12.05 2025.06.29 3 years
Representative:

Poa Keng Ling

Female

51~60

Year old

Malaysia LH Kiln Dry & Moulding Sdn.Bhd., PA of CEO;

Techcential Sdn.Bhd., Executive of Costing & Purchasing;

Techcential Sdn. Bhd., Costing & Purchasing Assistant Manager;

Techcential Sdn. Bhd. Costing & Purchasing Director;

EHL Trading Sdn. Bhd., Manager

Director Liao Wei Chuan Male

61~70

Year

Old

Taiwan 2016.12.05 2025.06.29 3 years Masterlink Securities Group, Underwriting Dev, VP

KGI Securities, Investment Banking Dev, Senior VP

ICBC Securities Underwriting Dev, Senior Executive VP

Taiwan Securities Association, member

Genomics BioSci & Tech. Co.Ltd., Chief Strategy Officer and General Consultant

PHARMIGENE, INC, General Consultant.

Director Chang Ming-Huang Male

41~50

Year Old

Taiwan 2018.06.29 2025.06.29 3 years Founder of Rich CPA Firm

Lecturer of the Zhongshan School of Medicine, Sun Yat-sen University

ICARES MEDICUS, INC., Independent Director

Independent Director Chou Chih Yuan Male

51~60

Year Old

Taiwan 2022.06.29 2025.06.29 3 years Founder of J & C Certified Public Accountant.
Independent Director Huang Chi Jui Male

31~40

Year Old

Taiwan 2022.06.29 2025.06.29 3 years Favorable Business Partner CPAs
Independent Director Tay Puay Chuan Male

61~70

Year old

Malaysia 2016.12.05 2025.06.29 3 years Founder of Tay Puay Chuan & Co.

The board of directors is the 5th term (Term: 29 June 2025—28 June 2028).

Note: Independent Director Mr. Tay Puay Chuan has served as the company’s Independent Director for three consecutive terms.

Mr. Tay Puay Chuan possesses legal expertise, is well-versed in Malaysian regulations, and has extensive experience in corporate governance. He has provided the Company with critical advice and oversight and is proposed to be re-nominated as an independent director candidate.

Board Members Implement Diversity

 

Email:[email protected]

List of Major shareholders: The percentage of shareholding more than 5% of the shares or the company’s top 10 shareholders.

April 30, 2026; Unit: Shares

                                                                                  Shares

Name of Major Shareholders

Shareholding Percentage (%)
Eng Synergy Management Sdn. Bhd. 11,700,000 32.98%
Surging Success Sdn. Bhd. 2,285,000 6.44%
Eng Say Kaw   2,205,109 6.22%
Only Inspiration Sdn. Bhd 1,737,000 4.90%
Bank SinoPac As Custodian for Conceptscope Resources Sdn. Bhd  investment account. 1,104,700 3.11%
XY Chen 764,743 2.16%
LP Lin 484,000 1.36%
Bank SinoPac as Custodian for Techcential International Ltd Overseas Foreign Employees Collective Investment Account. 427,850 1.21%
MD Xie 408,000 1.15%
QC Hong 310,492 0.88%

The company has an audit committee established by three independent directors. To review financial reports, review the monthly implementation of the internal control system, and assist the company in complying with relevant laws and regulations. Besides, it will also discuss and provide opinions on the company’s manager’s appointments or financial loans. The company will also follow the discussion results of the audit committee members to handle related matters.

The internal audit director will provide an audit report (email) to the independent directors for monthly review, attend the report, and communicate with the audit committee as needed. Besides, the independent directors of the company and the certified public accountant have mutual contact information.

Details of the professional qualifications and experience of the Audit Committee are:

Title Name Professional qualifications and experience
Independent Director Chou Chih Yuan Independent Director Mr. Chou Chih Yuan is a Taiwanese who graduated with a bachelor’s degree in accounting from Chang Jung Christian University. He is currently the Founder of J & C Certified Public Accountant.
Independent Director Huang Chi Jui Independent Director Mr. Huang Chi Jui is a Taiwanese and graduated with a bachelor’s degree in accounting from Tamkang University. He is currently the CPA of the Favorable Business Partner.
Independent Director Tay Puay Chuan Independent Director Mr. Tay Puay Chuan is a Malaysian. He holds a Bachelor of Laws (Honours) degree from the University of London, UK. He is a Founder of Tay Puay Chuan & Co.

 

The Audit Committee has held 5 meetings in 2025. The attendance of Independent Directors is as below:

Title Name Number of Actual Attendance Number of Delegate Attendance Rate of Actual Attendance (%) Note
Independent Director Chou Chih Yuan 5 0 100%
Independent Director Huang Chi Jui 5 0 100%
Independent Director Tay Puay Chuan 5 0 100%

 

The important resolutions of the Audit Committee:

Date The important Resolutions The opinions of independent directors
14/03/2025 1 2024 Consolidated Financial Statements and Annual Report. No opinion
2 The appropriation of profit or loss. No opinion
3 The 2024 Statements of Internal Control System. No opinion
4 The rotation CPA. No opinion
5 The assessment of the Independence and the 2025 annual remuneration of Certified Public Accountant. No opinion
6 Increase Paid-Up Capital of the subsidiary Thinker Craft Sdn Bhd. No opinion
12/05/2025 1 Adopt 2025 Q1 Consolidated Financial Statements. No opinion
22/08/2025 1 The convener of the Audit Committee and the chairman of the meeting. No opinion
2 2025 First-Half Consolidated Financial Statements. No opinion
3 The company will not distribute 2025 First-Half Annual Earnings. No opinion
10/11/2025 1 2025 Q3 Consolidated Financial Statements. No opinion
2 Company Business Plan and Budget for 2026. No opinion
3 Audit Plan for 2026. No opinion
4 Adopt the proposal for the Transfer of Minority Shares of the Subsidiary EHL. No opinion
17/12/2025 1 Review and Approve the Capital Reduction by EHL Cabinetry Sdn. Bhd. (EHL), a Subsidiary 89.20% Owned by the Company, to Offset Accumulated Losses. No opinion
2 Review and Approve a Cash Capital Increase by EHL Cabinetry Sdn. Bhd. (EHL), a Subsidiary 89.20% Owned by the Company, following Completion of the Capital Reduction. No opinion
3 Amend the “General Principles of Pre-approval of Non-Confidential Service Policy “. No opinion

 

The important resolutions of the Audit Committee in 2024 as of 31 May 2025

The important resolutions of the Audit Committee in 2023 as of 31 May 2024

The important resolutions of the Audit Committee in 2022 as of 31 May 2023

The important resolutions of the Audit Committee in 2021 as of 31 May 2022

The important resolutions of the Audit Committee in 2020 as of 31 May 2021 

The Remuneration Committee’s term commences on June 29, 2025 and ends on June 28, 2028.

Details of the professional qualifications and experience of the Remuneration Committee are:

Title Name Professional qualifications and experience
Independent Director Tay Puay Chuan Tay Puay Chuan is a Malaysian citizen. He holds a Bachelor of Laws with Honours from the University of London, UK; is a lawyer in service; and is the founder of Tay Puay Chuan & Co.
Independent Director Chou Chih Yuan Independent Director Mr. Chou Chih Yuan is a Taiwanese who graduated with a bachelor’s degree in accounting from Chang Jung Christian University. He is currently the Founder of J & C Certified Public Accountant.
Independent Director Huang Chi Jui Independent Director Mr. Huang Chi Jui is a Taiwanese and graduated with a bachelor’s degree in accounting from Tamkang University. He is currently the CPA of the Favorable Business Partner.

 

The Remuneration Committee held 3 meetings in 2025. The attendance of the Remuneration Committee is as below:

Title Name Number of Actual Attendance Number of Delegate Attendance Rate of Actual Attendance (%) Note
Independent Director Tay Puay Chuan 3 0 100%
Independent Director Chou Chih Yuan 3 0 100%
Independent Director Huang Chi Jui 3 0 100%

 

The important resolutions of the Remuneration Committee:

Date The important Resolutions The opinions of independent directors
14/03/2025 1 The Distribution of 2024 Employee and Director remuneration. No opinion
2 The proposal of “Performance assessments and remuneration adjustment of Managerial officers” for the year 2025. No opinion
22/08/2025 1 The convener of the Remuneration Committee and the chairman of the meeting. No opinion
10/11/2025 1 Fix monthly remuneration for Independent Director, Chou Chih Yuan. No opinion
2 Fix monthly remuneration for Independent Director, Huang Chi Jui. No opinion
3 Fix monthly remuneration for Independent Director, Tay Puay Chuan. No opinion

 

The important resolutions of the Remuneration Committee in 2024 as of 31 May 2025.

The important resolutions of the Remuneration Committee in 2023 as of 31 May 2024.

The important resolutions of the Remuneration Committee in 2022 as of 31 May 2023.

The important resolutions of the Remuneration Committee in 2021 as of 31 May 2022.

The important resolutions of the Remuneration Committee in 2020 as of 31 May 2021.

SinoPac Securities Corporation Stock Agency

Phone   : (02)2381-6288

Address: 3F, No.17, Bo’ai Rd., Zhongzheng Dist., Taipei City 100, Taiwan.

The company has a spokesperson and deputy spokesperson system, and cooperate with the stock agency “SinoPac Securities Corporation” in handling shareholder suggestions or disputes.

Contact:

Spokesperson               : Linc Yee     Internal Audit

Deputy spokesperson: Chang Ming-Huang     Director

Registered office in Taiwan

Address: 13F, No. 2, Lane 71, Section 2, Fuxing Road, South District, Taichung City, Taiwan.

Email     : [email protected]

The company has a corporate governance manager and a corporate governance secretary responsible for corporate governance-related matters:

  • Provide the information required by directors (including independent directors).
  • Handle matters related to the board of directors and shareholders’ meetings.
  • Handle the registration and altered registration.
  • Preparation for minutes of the board of directors and shareholders’ meetings, etc.
  • Notify directors about the updated laws and regulations.

The communication between the independent director with the internal audit director and certified public accountant.

  1. The company’s audit committee is formed by all independent directors. It meets at least once every quarter and convened as needed.
  2. Communication between the internal audit director and independent directors:
  • The company’s internal audit director regularly conducts internal auditor reports quarterly in the audit committee meetings. It has fully communicated the implementation of the internal control system, in order to form the improvement plan and to ensure the effectiveness of the internal control system.
  1. Communication between certified public accountant and independent directors:
  • The company’s certifying certified public accountant conduct annual and quarterly financial statement audits or review reports in the audit committee meeting, and other communications required by relevant laws and regulations.
  1. Independent directors of the company have direct communication channels with the internal audit director and certifying certified public accountant by email, telephone, or video meeting as necessary; and under the regulations of the competent authority to check the company’s financial and business conditions regularly.

The communication between the independent director with the internal audit director and certified public accountant in Y2025

The communication between the independent director with the internal audit director and certified public accountant in Y2024

The communication between the independent director with the internal audit director and certified public accountant in Y2023

The communication between the independent director with the internal audit director and certified public accountant in Y2022

The communication between the independent director with the internal audit director and certified public accountant in Y2021

The communication between the independent director with the internal audit director and certified public accountant in Y2020

Security Risk of Information Technology

The company’s security risk of IT assessment is low. As of the publication of the annual report, the company has found no major cyberattacks or incidents that have or may have a significant adverse impact on the company’s business and operation, and have not been involving in any legal cases or regulatory investigations related to this.

The security risk of information technology structure and policy, specific management plans and resources invested in security risk of information technology, etc.

Corporate Value Enhancement Plan Section

Year 2025

ESG Report

Year 2024【English Version

Social Engagement

Employee Training and Development

Our company firmly believes that employees are the most valuable asset of the enterprise. We are committed to providing comprehensive and continuous training and development opportunities to help our team members stay aligned with market trends, continuously enhance their skills, and broaden their knowledge. Through well-structured training programs, we support employees in realizing their potential and improving performance within the right roles and environments. In addition, the company contributes 1% of employees’ monthly wages, as required, to the Human Resource Development Fund (HRDF), now known as HRD Corp, actively supporting the government’s talent development initiatives. Managed by the Ministry of Human Resources (MOHR) Malaysia, HRD Corp operates under the “Human Resources Development Act 2001” (PSMB Act). Through a levy and grant system, it promotes skills enhancement and employment competitiveness in industries, supporting Malaysia’s economic transformation and sustainable development.

Our company will continue to strengthen employees’ digital skills, environmental awareness, and cross-cultural communication capabilities to adapt to the rapidly changing market environment and ensure the team’s competitive advantage. Through continuous learning and development, we aim not only to enhance the company’s sustainability and resilience but also to provide employees with a forward-looking career development platform—realizing a vision of shared growth and mutual success between individuals and the company.

Employee Training and Development Plan Contents and Implementation Status – Year 2024

Sustainable Environment

Energy Management

Upholding the concept of sustainable operations, our company actively promotes various policies to improve energy efficiency, reduce energy consumption, and lower carbon emissions. We also strengthen employee awareness of energy conservation to fulfill our commitment to environmental protection. In recent years, the following measures have been progressively implemented in our operational sites and daily management:

Energy-Saving and Carbon Reduction Measures Method
Digitalization of Administrative Processes Fully implemented the Online e-Leave System to effectively reduce the use of paper documents, improve administrative efficiency, and lower the consumption of office supplies.
Introduction of Energy-Efficient Equipment Replaced factory perimeter lighting and surveillance systems with solar-powered spotlights and CCTV cameras, achieving both energy efficiency and enhanced nighttime security.
Optimization of Vehicle Management Phased out work vehicles that have been in use for over 15 years, prioritizing replacement with hybrid vehicles to reduce fuel consumption and carbon emissions, while simultaneously improving operational efficiency.
Daily Energy-Saving Actions Promoted good habits such as turning off lights when not in use, setting air conditioning to reasonable temperatures, and reducing paper printing through double-sided printing and paper recycling. Regular internal awareness campaigns are conducted to deepen the company’s culture of energy conservation and carbon reduction.

In the future, our company will continue to review current energy usage and evaluate more forward-looking energy-saving strategies. By integrating emerging technologies and encouraging employee participation, we aim to further enhance energy management performance and move toward the goal of low-carbon and sustainable operations.

The important resolutions of the Board of Director Meeting in 2026:

It passes the following resolutions without objection.

Date The important Resolutions
12/03/2026 1 Distribution of 2025 Employee and Directors’ Remuneration from Earnings.
2 Allocation of 2025 Director’s Remuneration.
3 2025 Consolidated Financial Statements and Annual Report.
4 The appropriation of profit or loss.
5 The 2025 Statements of Internal Control System.
6 The evaluation of the CPA’s independence and competence (including the review of Audit Quality Indicators, AQIs), as well as the remuneration plan for the year 2026.
7 The proposal of “Performance assessments of Managerial officers” for the year 2026.
8 2026 Annual Shareholders’meeting.

The important resolutions of the Board of Director Meeting in 2025:

It passes the following resolutions without objection.

Date The important Resolutions
14/03/2025 1 The Distribution of 2024 Employee and Director remuneration.
2 2024 Consolidated Financial Statements and Annual Report.
3 The appropriation of profit or loss.
4 The 2024 Statements of Internal Control System.
5 The rotation CPA.
6 The assessment of the Independence and the 2025 annual remuneration of Certified Public Accountant.
7 Increase Paid-Up Capital of the subsidiary Thinker Craft Sdn Bhd.
8 Re-election of Directors (including independent directors).
9 List of nominated candidates (by Board).
10 To Lift Non-Compete Restrictions for Newly Appointed Directors of the Company.
11 Shareholders’ proposals and candidates’ nomination for Director Lists.
12 The proposal of “Performance assessments and remuneration adjustment of Managerial officers” for the year 2025.
13 2025 Annual Shareholders’meeting.
12/05/2025 1 Adopt 2025 Q1 Consolidated Financial Statements.
2 Amend “Management Operation Procedures to Prevent Insider Trading”.
12/06/2025 1 Election of the Fifth Term Chairman of the Board of Directors.
2 Appointment of the Fourth Term Audit Committee Members.
22/08/2025 1 2025 First-Half Consolidated Financial Statements.
2 The company will not distribute 2025 First-Half Annual Earnings.
3 The proposed amendment to the Company’s Regulations Governing the 3rd Non-Guaranteed Convertible Corporate Bond Issuance and Conversion in Taiwan R.O.C.
4 Appointment of the Fourth Term Remuneration Committee Members.
5 Adopt 2024 Sustainability Report.
10/11/2025 1 2025 Q3 Consolidated Financial Statements.
2 Company Business Plan and Budget for 2026.
3 Audit Plan for 2026.
4 Fix monthly remuneration for Independent Directors.
5 Amend “Corporate Practice on Sustainable Development”.
6 adopt the Corporate Value Enhancement Plan.
7 Adopt the proposal for the Transfer of Minority Shares of the Subsidiary EHL.
17/12/2025 1 Approve Capital Reduction of EHL Cabinetry Sdn. Bhd.(EHL), a Subsidiary 89.20% Owned by the Company, to Offset Accumulated Losses.
2 Approve a Cash Capital Increase by EHL Cabinetry Sdn. Bhd. (EHL), a Subsidiary 89.20% Owned by the Company, following Completion of the Capital Reduction.
3 Amend the “General Principles of Pre-approval of Non-Confidential Service Policy “.

The important resolutions of the Board of Director Meeting in 2024:

It passes the following resolutions without objection.

Date The important Resolutions
15/03/2024 1 Distribution of 2023 Employee and Director remuneration.
2 2023 Consolidated Financial Statements and Annual Report.
3 The appropriation of profit or loss.
4 The 2023 Statements of Internal Control System.
5 The assessment of the Independence and the 2024 annual remuneration of Certified Public Accountant.
6 Amend the Company M&A.
7 Amend “Procedures for Election of Director”.
8 2024 Annual Shareholders’meeting.
13/05/2024 1 Adopt 2024 Q1 Consolidated Financial Statements.
2 Adopt 2024 Annual Shareholders’meeting(newly add a reporting matters).
23/08/2024 1 2024 First-Half Consolidated Financial Statements.
2 The company will not distribute 2024 First-Half Annual Earnings.
3 The 2023 proposal of issuance of Restricted Stock Awards.
4 The Record Date of the issuance of 2023 Restricted Stock Awards.
5 Amend the Management Procedures for Asset Acquisition and Disposition.
6 Amend “Rules and Procedures of Board Meetings”.
11/11/2024 1 2024 Q3 Consolidated Financial Statements.
2 Company Business Plan and Budget for 2025.
3 Audit Plan for 2025.
4 Amend “Code of Corporate Governance Practices”, “Rules and Procedures of Board Meetings” and “Audit Committee Charter”.
5 Amend “Insider Reporting Management Procedures”, “Internal Control System”, “Procedures for Handling Material Inside Information”,“Rules Governing the Scope of Powers of Independent Director”,“Management Operation Procedures to Stock Affairs”,“Remuneration Committee Charter”,“Rules Governing Financial and Business matters”,“Management Operation Procedures to Prevent Insider Trading” and “Operation Procedures for Group, Associate and Related Party”.
6 Amend “Management of Performance Appraisal of Directors and Managers”.
7 Amend “Procedures for Ethical Management and Guidelines for Conduct” and “Implementation of Internal Audit System Details”.
8 The Code of Practice for Sustainable Information Management.
9 Performance assessments of Directors and managerial officers for the year 2024.

The important resolutions of the Board of Director Meeting in 2023:

It passes the following resolutions without objection.

Date The important Resolutions
21/03/2023 1 The Distribution of 2022 Employee and Director remuneration.
2 2022 Consolidated Financial Statements and Annual Report
3 Annual Earnings Distributions for the year 2022
4 Issue new shares through capitalization of earnings.
5 The 2022 Statements of Internal Control System
6 The change of CPA.
7 The assessment of the Independence and the 2023 annual remuneration of Certified Public Accountant.
8 Amendment of the “General Principles of Pre-approval of Non-Confidential Service Policy”
9 The schedule plan through greenhouse gas inventory and verification of the consolidated subsidiary.
10 Amendment of the “Code of Corporate Governance Practices”, “Corporate Practice on Sustainable Development”.
11 Issuance of Restricted Stock Awards.
12 2023 Annual Shareholders’meeting.
11/05/2023 1 2023 Q1 Consolidated Financial Statements.
2 Appoint Corporate Governance Officer.
3 Amendment of the “Rules and Procedures of Board Meetings”.
4 The provisions “Rules Governing Financial and Business Matters Between this Company and its Affiliated Enterprises”.
5 Change the seal of the Bank SinoPac Savings account and related transaction matters.
6 The proposal of “Performance assessments and salary adjustment of Directors and managerial officers” for the year 2023.
21/06/2023 1 To determine the cash dividends, stock dividend and Ex-rights and dividend Date.
21/07/2023 1 The proposal of increase share capital by issuing ordinary shares and the 3rd Non-Guaranteed Convertible Corporate Bond in Taiwan R.O.C.
24/08/2023 1 2023 First-Half Consolidated Financial Statements.
2 The company will not distribute 2023 First-Half Annual Earnings.
3 The “Measures for Employee Stock Subscription”.
4 The proposal of the manager and employees’ subscription of new shares.
09/11/2023 1 2023 Q3 Consolidated Financial Statements.
2 Company Business Plan and Budget for 2024.
3 Audit Plan for 2024.
4 A securities underwriter to assist in compliance with the relevant laws and regulations of the Republic of China Securities.
5 Appoint Information Security Manager.

The important resolutions of the Board of Director Meeting in 2022:

It passes the following resolutions without objection.

Date The important Resolutions
22/03/2022 1 The Distribution of 2021 Employee and Director remuneration.
2 2021 Consolidated Financial Statements and Annual Report.
3 The appropriation of profit or loss.
4 The 2021 Statements of Internal Control System.
5 The change of CPA.
6 The assessment of the Independence and the 2022 annual remuneration of Certified Public Accountant.
7 Increase Paid-Up Capital of the subsidiary EHL Cabinetry Sdn Bhd (EHL).
8 The amendment of “Rules and Procedures of Shareholders’ Meetings”.
9 The amendment of “Corporate Social Responsibility Best Practice Principles”.
10 The amendment of “the Corporate governance – code of practice”.
11 The amendment of “Computerized Information System Processing Cycle”.
12 The amendment of the Management Procedures for Asset Acquisition and Disposition.
13 Re-election of Directors (including independent directors).
14 Release the Directors’ Participation in Competing Businesses.
15 Discuss shareholders’ proposals and candidates’ nomination for Director Lists.
16 2022 Annual Shareholders’ meeting.
12/05/2022 1 2022 Q1 Consolidated Financial Statements.
2 Appoint Chief Executive Officer of EHL Cabinetry Sdn Bhd.
3 The schedule plan through greenhouse gas inventory and verification.
4 Increase Paid-Up Capital of the subsidiary EHL Cabinetry Sdn Bhd (EHL).
29/06/2022 1 Election of the Fourth Term Chairman of the Board of Directors.
2 Establishment of 3rd Term of Audit Committee.
3 Establishment of 3rd Term of Remuneration Committee.
08/07/2022 1 Appoint Chief Executive Officer (CEO) of Techcential International Ltd.
2 The proposal of “Performance assessments and salary adjustment of Directors and managerial officers” for the year 2022 Jan– June.
3 Fix monthly remuneration for Independent Directors.
25/08/2022 1 2022 First-Half Consolidated Financial Statements.
2 The company will not distribute 2022 First-Half Annual Earnings.
3 To authorize the chairman to sign bank documents on behalf of the company.
09/11/2022 1 2022 Q3 Consolidated Financial Statements.
2 Company Business Plan and Budget for 2023.
3 Audit Plan for 2023.
4 The Procedures for Handling Material Inside Information.
5 Performance assessments of Directors and managerial officers for the year 2022 July– December.
6 The General principles of the company’s pre-approved non-assurance service policy.

The important resolutions of the Board of Director Meeting in 2021:

It passes the following resolutions without objection.

Date The important Resolutions
22/03/2021 1 To adopt the Distribution of 2020 Employee and Director remuneration.
2 To adopt 2020 Consolidated Financial Statements and Annual Report.
3 To adopt Annual Earnings Distributions for the year 2020.
4 To present the 2020 Statements of Internal Control System.
5 To adopt the assessment of the Independence and the 2021 annual remuneration of Certified Public Accountant.
6 To amend “Rules and Procedures of Shareholders’ Meetings”.
7 To adopt the proposal of increase share capital by issuing ordinary shares and the 2nd Non-Guaranteed Convertible Corporate Bond in Taiwan R.O.C.
8 To adopt 2021 Annual Shareholders’meeting.
10/05/2021 1 To adopt the amendments of increase share capital by issuing ordinary shares and the 2nd Non-Guaranteed Convertible Corporate Bond in Taiwan R.O.C.
2 To adopt a securities underwriter to assist in compliance with the relevant laws and regulations of the Republic of China Securities.
19/07/2021 1 To change the time of the 2021 Annual Shareholders’ Meeting.
26/08/2021 1 To adopt 2021 First-Half Consolidated Financial Statements.
2 To adopt that the company will not distribute 2021 First-Half Annual Earnings.
3 To adopt the amendments of increase share capital by issuing ordinary shares and the 2nd Non-Guaranteed Convertible Corporate Bond in Taiwan R.O.C.
06/11/2021 1 To Adopt Company Business Plan and Budget for 2022.
2 To Adopt Audit Plan for 2022.
3 To adopt the “Measures for Employee Stock Subscription”.
4 To adopt the proposal of the manager and employees’ subscription of new shares.
5 Performance assessments of Directors and managerial officers for the year 2021 July– December.
17/11/2021 1 To increase Paid-Up Capital of the subsidiary EHL Cabinetry Sdn Bhd (EHL).
09/12/2021 1 To adopt a securities underwriter to assist in compliance with the relevant laws and regulations of the Republic of China Securities

The important resolutions of the Board of Director Meeting in 2020:

It passes the following resolutions without objection.

Date The Important Resolutions
2020/02/13 1 To revise the amount and the period of granting loan to Techcential Sdn Bhd
2 To acquire 100% equity of EHL Cabinetry Sdn Bhd from Techcential Sdn Bhd
3 To amend the Procedure for Lending for Funds to Other Parties
4 Performance assessments and rewards of Directors and managerial officers for Sep-Dec 2019.
2020/03/20 1 To adopt the Distribution of 2019 Employee and Director remuneration
2 To adopt 2019 Consolidated Financial Statements and Annual Report
3 To adopt Annual Earnings Distributions for the year 2019
4 To present the 2019 Statements of Internal Control System
5 To adopt the assessment of the Independence and the 2020 annual remuneration of Certified Public Accountant
6 To appoint Chief Executive Officer of EHL Cabinetry Sdn Bhd
7 Increase of issued share capital and the offering of the new shares of EHL Cabinetry Sdn Bhd, and waiver by the shareholders of their pre-emptive rights over the new shares
8 To amend the Company M&A
9 To amend “the Procedure for Lending for Funds to Other Parties”
10 To amend “Rules and Procedures of Shareholders’ Meetings”
2020/05/14 1 To amend “Computerized Information System Processing Cycle”
2 To adopt 2020 Annual Shareholders’meeting (newly add a discussion item).
2020/08/12 1 To adopt 2020 First-Half Consolidated Financial Statements.
2 To adopt that the company not to distribute 2020 First-Half Annual Earnings
3 Buy back and cancellation of the first unsecured convertible corporate bond.
4 To amend “Procedures for Financial Derivative Transaction”
5 To amend “Rules and Procedures of Board Meetings”, “Procedures for Election of Director”, “Rules and Procedures of Shareholders’ Meeting”, “Ethical Code of Conduct”, “Management Method for Related Party Transaction”.
6 To amend “Management of Performance Appraisal of Directors and Managers”,“Rules Governing the Scope of Powers of Independent Directors”, “Audit Committee Charter”, “Remuneration Committee Charter”.
7 Performance assessments and rewards of Directors and managerial officers for the year 2020 May – August.
2020/11/11 1 To Adopt Company Business Plan and Budget for 2021
2 To Adopt Audit Plan for 2021
3 Performance assessments and rewards of Directors and managerial officers for the the year 2020 September – December
4 To amend policy “Procedures for Financial Derivative Transaction”
5 To amend policy“Audit Committee Character”
6 To amend policy“Remuneration Committee Character”
7 To amend policy“Measures for the management of insider reporting”
8 To eliminate the company’s RM7.5 million loan quota to Techcential Sdn Bhd (TC)

The important resolutions of the Board of Director Meeting in 2019:

It passes the following resolutions without objection.

Date The Important Resolutions
2019/03/20 1 To adopt the Distribution of 2018 Employee and Director remuneration
2 To adopt 2018 Consolidated Financial Statements and Annual Report
3 To adopt Annual Earnings Distributions for the year 2018
4 To present the 2018 Statements of Internal Control System
5 To adopt the assessment of the Independence and the 2019 annual remuneration of Certified Public Accountant
6 To adopt the Performance assessments and rewards of Directors and managerial officers for the year 2018.
7 To amend the Company M&A
8 To amend the Management Procedures for Asset Acquisition and Disposition
9 To amend the Corporate governance – code of practice
10 To amend the Procedure for Lending Funds to Other Parties
11 To amend the Endorsement/ Guarantee Operation Procedure
12 To adopt “Re-election of Directors (including independent directors)”
13 To adopt the list of nominated candidates (by Board).
14 To release of the Directors’ Participation in Competing Businesses
15 To discuss shareholders’ proposals and candidates’ nomination for Director Lists.
16 To adopt 2019 Annual Shareholders’meeting
2019/05/10 1 Reassignment of the Company’s Acting spokesman
2 Appointment of Chief Executive Officer of Techcential Sdn. Bhd.
3 To adopt Performance assessments and rewards of Managerial officers for the First-Quarter of 2019.
4 To adopt the Standard operating procedures for handling requests from directors
2019/06/27 1 Election of the Third Term Chairman of the Board of Directors
2 Establishment of 2nd Term of Audit Committee
3 Establishment of 2nd Term of Remuneration Committee
2019/08/09 1 To adopt 2019 First-Half Consolidated Financial Statements
2 To adopt 2019 First-Half Annual Earnings Distributions
3 To adopt Performance assessments and rewards of Directors and managerial officers for the year 2019 May – August.
4 To invest a New subsidiary of TECHCENTIAL SDN BHD
5 To Change the address of the registered office of the company
2019/10/07 1 To adopt the Issuance of 1st Non-Guaranteed Convertible Corporate Bond in Taiwan R.O.C
2 To increase Paid-Up Capital of subsidiary of TECHCENTIAL SDN BHD
2019/11/12 1 To adopt Company Business Plan and Budget for 2020
2 To adopt Audit Plan for 2020
3 To amend the Procedures for Financial Derivative Transaction
4 To Increase Paid-Up Capital of Techcential Sdn Bhd
2019/12/05 1 To adopt the granting of loans to Techcential Sdn Bhd

The important resolutions of the Board of Director Meeting in 2018:

It passes the following resolutions without objection.

Date The Important Resolutions
2018/03/21 1 To adopt the Distribution of 2017 Employee and Director remuneration
2 To adopt 2017 Consolidated Financial Statements and Annual Report
3 To adopt Annual Earnings Distributions for the year 2017
4 To present the 2017 Statements of Internal Control System
5 To adopt the assessment of the Independence and the 2018 annual remuneration of Certified Public Accountant
6 Performance assessments and rewards of Directors and managerial officers for the Second-half of 2017
7 To amend the Company M&A
8 To amend the Management Procedures for Asset Acquisition and Disposition
9 To elect One(1) New Directors
10 To release of the Directors’ Participation in Competing Businesses
11 To discuss shareholders’ proposals and candidates’ nomination for Director Lists
12 To adopt 2018 Annual Shareholders’meeting
2018/05/11 1 Reassignment of the Company’s Internal Audit Manager
2 To adopt the granting of RM 3 million loans to TC Home Sdn Bhd
3 To invest a New subsidiary of Techcential Sdn Bhd
4 To amend the Remuneration of Directors and Managers Policy
5 To fix monthly remuneration for Independent Directors
6 Examine Director nominations
7 Amend the Agenda of 2018 Annual Shareholders’ Meeting
2018/06/29 1 To discuss the details of Ex-Dividend Date
2018/08/10 1 Techcential Sdn Bhd (hereinafter referred to as TC) applied for a short-term loan of US$1,500,000 and TIL provided guarantee to SinoPac Commercial Bank (hereinafter referred to as SinoPac) for TC
2 To invest a New subsidiary of ESK BIOMASS SDN BHD
2018/11/03 1 To adopt Company Business Plan and Budget for 2019
2 To adopt Internal Audit Plan for 2019

The important resolutions of the Board of Director Meeting in 2018:

It passes the following resolutions without objection.

Date The Important Resolutions
2017/04/06 1 To adopt Ethical Corporate Management Principles
2 To adopt Procedures for Ethical Management and Guidelines for Conduct
3 To adopt Ethical Code of Conduct
4 To amend the Procedures for Acquisitions or Disposals of Assets
5 To present the 2016 Statements of Internal Control System
6 To adopt Remuneration of Directors and Managers Policy
2017/05/11 1 Consolidated Financial Statements and Business Report for the year of 2016
2 Pro Forma Consolidated Financial Statements for the year of 2016
3 Annual Earnings Distributions for the year 2016.
4 To adopt the Appointment of“Litigation and non-litigation attorney” in the R.O.C.
5 To adopt the plan to enhance the preparation of financial statement
6 To adopt the Distribution of 2016 Employee and Director remuneration
7 2017 Annual Shareholders’ Meeting
2017/08/08 1 Q2 Financial Statements for the year of 2017.
2 To authorize a Representative to open account with Taiwan Depository and Clearing Corporation.
3 To authorize a specimen chop for shareholding operations
4 To revise the memorandum and Articles of Association of the company
5 To release of the Directors’ Participate in Competing Businesses.
6 To purchase the liability Insurance of the Directors & Managers
7 2017 Extraordinary General Meeting
2017/10/16 1 Increase of issued share capital and the offering of the new shares for pre-listing public subscription prior to the Listing.
2 To open Deposit Accounts with Bank Sinopac.
3 To authorize Bank SinoPac to act as the custodian bank of the Company in Taiwan.
4 To open Overseas Employees Collective Investment Account in Bank Sinopac.
2017/11/09 1 Q3 Financial Statements for the year of 2017.
2 Business Plan and Budget for 2018
3 Audit Plan for 2018