Function Committee

To strengthen corporate governance, ensure a sound system for compensation management of the Board of Directors, and protect the rights and interests of shareholders, in August 2011, the Board of Directors approved the Compensation Committee Charter which is pursuant to Article 14-6-1 of the Securities and Exchange Act as well as the Regulations Governing the Appointment and Exercise of Powers by the Compensation Committee of a Company Whose Stock is Listed on the Stock Exchange or Traded Over the Counter promulgated by the Financial Supervisory Commission on March 18, 2011. The Board of Directors also approved to establish the Compensation Committee on August 25, 2011.

Duties Of The Committee

The Compensation Committee assists the Board in discharging its responsibilities related to execute and evaluate the compensation programs of Falcon’s directors of the Board and executives.

• 1.Regularly review the Compensation Committee organic regulations and provide amendment recommendations.
• 2.Develop the criteria for evaluating the performance of the directors of the board and senior management, and regularly review such criteria as well as the annual performance objectives for the directors of the board and senior management and the company compensation standard, structure, system, and policy.
• 3.Regularly review to which extent the directors of the board and senior management achieve their performance objectives to decide what should be included in their compensation and the monetary values of their compensation based on the performance review results.

Committee Members

The Committee consists of 3 members appointed by resolution of the board of directors. Currently, the sixth term Compensation Committee is comprised of all four independent directors; whose term is from October 21, 2022 to the tenure expired date of the 20th term board of directors of Chevalier Corp.

Committee Operation

The operation of the Compensation Committee is in accordance with the company’s Compensation Committee Charter . The Committee meets at least two times a year.

The 6th term of office of the Compensation Committee from October 21, 2022 through October 20, 2025 convened 3 meetings, and the attendance of the committee members is provided as below.

Please refer to our annual reports and the Market Observation Post System of the Taiwan Stock Exchange for details of the meetings convened and attendance of individual members on the committee.

Chevalier (the “Company”) established the Audit Committee (the “Committee”) consisting of independent directors pursuant to Article 14-4 of the Securities and Exchange Act, and established the Audit Committee Charter pursuant to the Article of the Regulations Governing the Exercise of Powers by Audit Committees of Public Companies on July 7, 2021.

Duties of the committee

The powers of the Committee are as follows:

• 1. The adoption of or amendments to the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
• 2. Assessment of the effectiveness of the internal control system.
• 3. The adoption or amendment, pursuant to Article 36-1 of the Securities and Exchange Act, of the procedures for handling financial or business activities of a material nature, such as acquisition or disposal of assets, derivatives trading, loaning of funds to others, and endorsements or guarantees for others.
• 4. Matters in which a director is an interested party.
• 5. Asset transactions or derivatives trading of a material nature.
• 6. Loans of funds, endorsements, or provision of guarantees of a material nature.
• 7. The offering, issuance, or private placement of equity-type securities.
• 8. The hiring or dismissal of a certified public accountant, or their compensation.
• 9. The appointment or discharge of a financial, accounting, or internal audit officer.
• 10. Financial reports which are signed or sealed by the chairperson, managerial officer, and accounting officer.
• 11. Other material matters as may be required by the Company or by the competent authority.

Annual Foci

• 1. Agendas prepared for the Audit Committee and other communication meetings.
• 2. Meeting arrangements such as meeting notifications and minutes for the Audit Committee.
• 3. Follow-through to implement the improvements required by Audit Committee.
• 4. Provision of the information necessary for independent directors to fulfill their duties.
• 5. The Audit Committee’s annual self-evaluation.
• 6. Promulgation of and amendment to the Audit Committee Charter and relevant operation methods.
• 7. Declaration of the matters relevant to the Audit Committee Charter and how the Committee operates.

Committee operation

The operation of the Audit Committee is in accordance with the Company’s Audit Committee Charter. The Committee shall convene at least once quarterly.

The 2nd term of office of the Audit Committee from October 21, 2022 through October 20, 2025 convened 6 meeting, and the attendance of the committee members is provided as below.

Please refer to our annual reports and the Market Observation Post System of the Taiwan Stock Exchange for details of the meetings convened and attendance of individual members on the committee.