Results of the 2024 Board Performance Evaluation 

I. In accordance with the Company's "Board Performance Evaluation Guidelines," an annual performance evaluation is conducted. The most recent internal performance evaluation of the Board (for 2024) was completed on December 16, 2024, and submitted to the Remuneration Committee on January 16, 2025, for discussion and determination of individual compensation. 

II. In addition to evaluating the overall operations of the Board, the Company also evaluates each individual director. The evaluation criteria are as follows: 
1. The performance evaluation indicators for the Board of Directors include the following five dimensions:
(1). Participation in the Company's operations 
(2). Improvement of the quality of the Board's decision-making 
(3). Composition and structure of the Board 
(4). Selection of directors and continuing education
(5). Internal control 
2. The performance evaluation indicators for individual Board members (self or peer evaluation) include at least the following six dimensions:
(1). Grasp of the Company's goals and missions 
(2). Awareness of director's duties 
(3). Participation in the Company's operations 
(4). Internal relationship management and communication 
(5). Professionalism and continuing education of directors 
(6). Internal control 
3. The performance evaluation indicators for functional committees include at least the following five dimensions: 
(1). Participation in the Company's operations 
(2). Awareness of the functional committee's duties 
(3). Improvement of the quality of the functional committee's decision-making 
(4). Composition and member selection of the functional committee 
(5). Internal control 

III. Results of the 2024 Board Performance Evaluation: 
Evaluation Period：October 1, 2023 – September 30, 2024
 
Target  Average Score  Evaluation Result 
Board of Directors  95.00 Exceeds Standard 
Board Members  94.50 Exceeds Standard 
Remuneration Committee  98.25 Exceeds Standard 
Audit Committee  98.00 Exceeds Standard 
Note: 
Score ≥ 90: “Exceeds Standard” 
80 ≤ Score < 90: “Meets Standard” 
70 ≤ Score < 80: “Fair” 
Score < 70: “Needs Improvement” 

External Evaluation for Board Performance

The Company's "Board Performance Evaluation Measures" stipulate that an evaluation shall be conducted at least once every three years by an external professional independent organization or a team of external experts and scholars. In September 2021, the Company commissioned the Taiwan Corporate Governance Association to conduct a performance evaluation of the Board of Directors and functional committees for the period from October 1, 2020 to September 30, 2021. The institution and its execution personnel possessed both professionalism and independence. The evaluation covered eight major dimensions — board composition, guidance, authorization, supervision, communication, self-discipline, internal control, and risk management, among others — using both questionnaires and on-site interviews. The Taiwan Corporate Governance Association issued the Board Performance Evaluation Report on December 13, 2021, with the overall assessment and recommendations as follows:
 

Overall Assessment

1. Since the Board approved the "Board Performance Evaluation Measures" in 2018, Medigen has conducted annual performance evaluations of the Board, functional committees, and directors, reporting the results to the Board. This year's external professional evaluation reflects the Company's emphasis on corporate governance.
2. The Company has established a Strategic Planning Committee, where management proposes major development strategies, and directors and external experts are invited to discuss and guide significant plans. While this has not yet become a formal and regular mechanism, it allows for timely adjustments and consensus-building, and helps board members better understand the Company's major development directions. 
3. Based on the Company's development needs, independent directors with expertise in the industry have been appointed. The opinions of independent directors are highly valued, demonstrating the Company's ability to leverage their expertise and fully utilize their functions. 
4. The Company places great importance on senior executive training and development, rotating talent within the group to ensure comprehensive training. This approach provides executives with valuable internal and external experience, enhancing their familiarity with different roles and leadership abilities. 
 

Recommendations and Company Responses 

Evaluation Report Recommendation Company Response 
Considering the industry scale, the Company has not yet prepared a Corporate Social Responsibility (CSR) or Sustainability Report. However, as the industry relates to major environmental and social issues and attracts significant stakeholder attention, it is recommended that the Company prepare a CSR or Sustainability Report in the future, and enhance the timeliness and completeness of corporate governance and CSR information disclosure in both Chinese and English on its website to meet stakeholder expectations.  The Company will, based on future operational needs, prepare a CSR or Sustainability Report, and strengthen the timeliness and completeness of corporate governance and CSR disclosures in Chinese and English on its website to meet stakeholder expectations. 
The Company has established "Procedures for Handling Reports of Illegal, Unethical, or Dishonest Conduct" and provides reporting channels on its website. It is recommended that such channels (e.g., email) be set so that independent directors are directly informed or copied.  The Company will follow the recommended direction and develop a method for transmitting whistleblowing content to inform independent directors. 
The Company currently has three independent directors and has established an Audit Committee. It is recommended that, with business expansion and board growth, the number of independent directors be appropriately increased to demonstrate the Company's commitment to board independence.  The Company will, based on future operational needs, appropriately increase the number of independent directors while maintaining sustainability, efficiency, and diversity in the independence and professional capabilities of the Board as a whole. 
The Company currently assigns corporate governance-related matters to staff from other departments, without a dedicated Corporate Governance Officer. In line with the FSC's "Corporate Governance 3.0—Sustainable Development Roadmap" initiative to expand the appointment of such officers, it is recommended that the Company appoint a Corporate Governance Officer to coordinate related matters and assist the Board in fulfilling its functions.  The Company will, as recommended, consider appointing a Corporate Governance Officer in the future to coordinate related matters and assist the Board in fulfilling its functions.