The policy and execution of business integrity management.

Evaluation ItemImplementation StatusDeviations from the “Ethical Corporate Management Best Practice
Principles for TWSE/GTSM Listed Companies” and Reasons
YeaNoAbstract Illustration
A. Establishment of ethical corporate management policies and programs

(a). Does the Company establish an ethical corporate management policy that was approved by the Board of Directors, and declare its ethical corporate management policy and methods in its regulations and external documents, as well as the commitment of its Board and management to implementing the
management policies?

V (a). The Company’s Board of Directors has resolved to formulate the “Ethical Corporate Management Principles”, “Procedures for Ethical Management
and Guidelines for Conduct”, and “Codes of Ethical Conduct for Directors and Managerial Officers” to explicitly stipulate the policies and practices of integrity management. Various internal regulations and external documents, such as employee code of conduct, supplier corporate social responsibility code of conduct, and operating standards, explicitly stipulate the policies and practices of integrity management, and strictly require employees of the Company to fulfill the Company’s integrity policy. At the same time,  the Company’s annual report and official website and other documents also detail the Company’s integrity management policy and the Board of Directors and management’s commitment to actively implement the situation.		No significant difference compared to the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies

(b). Does the Company establish mechanisms for assessing the risk of unethical conduct, periodically analyze and assess operating activities within the scope of business with relatively high risk of unethical conduct, and formulate an unethical conduct prevention plan on this basis, which at least includes preventive measures for conduct specified in Article 7, Paragraph 2 of the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies?

V (b). In order to prevent dishonesty, the Company has strengthened elevant prevention measures in regulations and external documents for business activities with a high risk of dishonesty. In addition, the Company requires all employees to understand the aforementioned specifications in detail, and publish the pecifications on the Company’s official website and internal website for internal and external personnel to consult at any time. The Company continues to use regular education and training and diversified publicity methods to make employees clearly aware of the norms they should abide by, thereby reducing the occurrence of dishonest behavior.

(c). Does the Company specify operating
procedures, guidelines for conduct, punishments for violation, rules of appeal
in the unethical conduct prevention plan, and does it implement and periodically
review and revise the plan?

V (c). In order to prevent dishonesty, the Company requires suppliers, contractors or other partners to make written integrity commitments, such as not to engage in any illegal business practices and not to offer improper benefits or bribes to InnoCare employees. In case of severe dishonesty, in addition to terminating or canceling the contract at any time, the Company will report to the judicial authorities in case of gross violation. The Company has established the “Ethical Corporate Management Principles”, which specifies the operating procedures, behavior guidelines, violation punishments and complaint systems, and implemented the Code. When the regulations are amended, the Company will review whether the “Ethical Corporate Management Principles” needs to be amended when the Board of Directors presents the annual report on the implementation of corporate integrity management.
B. Fulfill operations integrity policy

(a). Does the Company evaluate business partners’ ethical records and include ethics-related clauses in business contracts?

V (a). The Company requires global suppliers to comply with the supplier’s code
of social responsibility for corporate behavior and sign a manufacturer’s commitment to jointly practice the Company’s corporate culture of integrity management. In addition, the Company continues to conduct policy communications to suppliers and customers to communicate the Company’s integrity management culture to suppliers and customers, and to understand whether any misconduct has occurred.		No significant difference compared to the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies

(b). Does the Company establish a dedicated unit under the Board of Directors to promote ethical corporate management, and periodically (at least once a year) report to the Board of Directors and supervise the implementation of the ethical corporate management policy and unethical conduct prevention plan?

V (b). The Company is led by the Finance & Accounting & Business Management Division as a responsible unit. It continues to promote various integrity management plans in accordance with company policies, and promotes integrity and honesty matters. The Company will report the integrity management policies, prevention of dishonesty behavior plans, supervision, and implementation situation to the Board of Directors every year, and the integrity management implementation situation in 2022 has been reported to the Board of Directors on February 9, 2023. In the event of a breach of integrity and honesty, the Company will impose disciplinary punishment against the violator

(c). Does the Company establish policies to prevent conflicts of interest and provide appropriate communication channels, and implement it?

V (c). The Company has set out the relevant codes of conduct for the prevention of conflicts of interest in the Codes of Ethical Conduct for Directors and Managerial Officers and employee code of conduct for Directors and managers. All colleagues are required to voluntarily declare and avoid any conflict of interest. In order to implement the policy, the Company also requires employees to fill out an annual questionnaire survey to voluntarily report any conflicts of interest.

(d). Does the Company have effective accounting system and internal control systems set up to facilitate ethical corporate management, does the internal auditing unit formulate audit plans based on unethical conduct risk assessment results, and does it audit compliance with the unethical conduct prevention plan or commission a CPA to perform the audit?

V (d). The Company establishes a complete and effective accounting system and internal control system to ensure the continuous design and implementation of the system. In addition to regular audits by the internal auditing unit of the Company and its compliance with the anti-corruption measures
formulated in accordance with the risk assessment results within the Company, there is also Deloitte & Touche to regularly audit the financial statements for the Company.

(e). Does the Company regularly hold internal and external educational trainings on operational integrity?

V (e). Education and training are the most important part of the Company’s implementation of the integrity policy. The Company continues to strengthen the compliance awareness of colleagues through the integrity management education and training courses, and at the same time uses the official website to continue to promote integrity management standards. The Company also conducts regular internal education and training on anticorruption policies. In addition, in order to ensure that suppliers follow the Company’s integrity management policy, in addition to drafting supplier’s corporate social responsibility codes of conduct and operating specifications for suppliers to follow, the Company has also announced the specifications on the Company’s official website for their reference at any time.
C. The operation of the Company’s whistleblowing system

(a). Does the Company establish both a reward/punishment system and an integrity hotline? Can the accused be reached by an appropriate person for follow-up?

V (a). The Company set up a report mailbox ([email protected]) to provide whistleblowing channels, reception procedures and other information for internal and external personnel at any time to use. In addition, this reporting channel information is disclosed in the Company’s internal advocacy posters and the commitment letter that suppliers should sign, so that internal and external people are informed and make full use of the whistleblowing channels to report.No significant difference compared to the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies

(b). Does the Company establish standard operating procedures for investigating reported cases, and does it take subsequent measures and implement a confidentiality mechanism after completing investigation?

V (b). For investigations of reported cases, the Company conducts investigations in a confidential and rigorous manner. After the investigation of the reported
cases is completed, the Company takes follow-up measures according to the severity of the internal rules. If criminal responsibility is involved, it will be transferred to the judicial office for investigation.

(c). Does the Company provide proper whistleblower protection?

V (c). The Company strictly prohibits any form of retaliation. In order to protect the whistleblower, the Company clearly stated in the internal code that the Company will protect the whistleblower from any retaliation caused by the report, and prohibits colleagues from taking any retaliation measures. In the course of the investigation, the investigation team did abide by the relevant provisions of the confidentiality of the informant’s identity and anonymous reporting, strictly abided by the standard operating procedures for the investigation of the report, and related confidentiality mechanisms, to protect the confidentiality of the informant’s identity, so that the informant would not suffer from the report improper disposal.

D. Strengthening information disclosure

Does the Company disclose its ethical corporate management policies and the results of its implementation on the Company’s website and MOPS?

V The Company discloses the Ethical Corporate Management Principles on the Company’s official website and MOPS for inquiry at any time. The annual report of the shareholder’s meeting also discloses in detail the contents of the Ethical Corporate Management Principles and the promotion results.No significant difference compared to the Ethical Corporate Management
Best Practice Principles for TWSE/GTSM Listed Companies

E. If the Company has established the ethical corporate management policies based on the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies, please describe any discrepancy between the policies and their implementation

The Company has enacted Ethical Corporate Management Principles in accordance with Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies, and disclosed on the official website and MOPS. All of the Company’s colleagues and affiliates are required to comply with these provisions, there is not conformity with the Ethical Corporate Management Best-Practice Principles for TWSE/GTSM Listed Companies.

F. Other important information to facilitate a better understanding of the ethical corporate management operation of the Company (e.g., review and amend its policies.):

(a). Strictly abide by the business conduct regulations and other relevant regulations for listing companies as the basis for the implementation of integrity management, and continue to identify and update the regulations to ensure the implementation of the regulations.

(b). The Company continues to conduct business ethics regulatory risk assessments every year, and implements the Company’s business ethics risk management through the internal control system.