Radiant Opto-Electronics upholds the principles of corporate governance, insisting on operational and informational transparency while emphasizing shareholder rights. In compliance with the Company Act, Securities and Exchange Act, and other relevant regulations, the Company has established a corporate governance framework and practical guidelines, creating a complete and efficient governance organization. The Board of Directors is responsible for supervising, appointing, and directing the management team, as well as overseeing the overall operation of the Corporation. As the highest governance unit of the Group, the Board of Directors plays a crucial role in ensuring the success of the Corporation. It is chaired by the Chairman, who leads the Board of Directors in formulating and supervising the execution of the company's various business operations. In consideration of overall operational policies, Yu-Chao Wang is the Chairman and President of the Company. We maintain that more than half of the directors do not concurrently hold employee or managerial positions. In compliance with Article 4 of the Taiwan Stock Exchange Corporation Operation Directions for Compliance with the Establishment of Board of Directors by TWSE Listed Companies and the Board's Exercise of Powers, which requires that the number of independent directors in a listed company not be fewer than three, the 11th Board of Directors election resulted in a total of 5 independent directors to enhance the corporate governance system.

Nomination and Selection of Board of Directors

The composition of the Board of Directors of Radiant Opto-Electronics considers organizational culture, business operations, and long-term development. The selection criteria are established, including but not limited to the following three key aspects, to ensure a diversified composition by the Board of Directors:

None of the directors of Radiant Opto-Electronics are subject to the circumstances outlined in Article 30 of the Company Act. All independent directors meet the requirements set forth in the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies" and Article 14-2 of the Securities and Exchange Act. Director candidates were nominated in accordance with the candidate nomination system adopted under Article 192-1 of the Company Act, and the re-election of Directors was completed at the Annual Shareholders' Meeting on May 28, 2024, for a 3-year term. Independent Director appointments were conducted in accordance with relevant laws and regulations, and their professional backgrounds and independence were carefully assessed, with the expectation that they would be able to properly discharge their duties. The current Independent Directors possess diverse industry experience and professional capabilities, which help strengthen the Board of Directors' professionalism in corporate governance.

Diversity of Board Members

As per Article 20 of the "Code of Practice on Corporate Governance" for Radiant Opto-Electronics Corporation, the Corporation shall consider the professional backgrounds of candidates when selecting members for the Board of Directors. Additionally, appropriate diversity policies shall be formulated based on the Corporation’s operations, operating patterns, and development needs. The professional knowledge of the Board of Directors covers eight major areas: "operational judgment, business management, leadership decision-making, industry knowledge, financial accounting, international market perspectives, crisis management, and environmental management and social engagement." Among these, business management includes various aspects such as environmental, social, and corporate governance. This fully implements the concept of member diversity. Further information on the diversity and core competencies of the Board of Directors and functional committees is disclosed on the 'company website' and detailed in the annual report.

Board Members

Directors were elected by vote in accordance with applicable laws and the Articles of Incorporation. Each committee under the Board of Directors was nominated and constituted by resolution of the Board of Directors in accordance with its organizational rules. All five Independent Directors met the professional qualifications, work experience, and independence requirements specified in the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.