Operation of the Board of Directors

The Audit Committee is established to assist the Board of Directors in fulfilling its oversight responsibilities regarding the quality and integrity of the company’s accounting, auditing, financial reporting processes, and internal controls. Its primary supervisory functions include:

• Appropriate presentation of the company's financial statements
• Selection (dismissal) of visa accountants and their independence and performance
• Effective implementation of the company's internal control
• The company complies with relevant laws and regulations
• Control of existing or potential risks of the company

The Company's Audit Committee is composed of all independent directors and meets at least once a quarter.
Accountants shall explain or provide consultation to independent directors at least quarterly in the Audit Committee on the impact of audit status, public statement revisions, internal control and other issues on the company.
In addition to regularly sending audit reports to independent directors for review, the audit unit shall also report to the Audit Committee and independent directors at least quarterly.
In addition to the above-mentioned regular reports at the meetings, the accountants and audit supervisors will communicate and discuss with the independent directors separately after the management team and attendees leave the meetings.
After all reports were completed and the attendees left, the Audit Committee confirmed and approved the proposals one by one.

The actual attendance rate of the four Audit Committee members in 2025 was 100%.  

Communication between independent directors and accountants

The Compensation Committee operates in a professional and objective capacity to evaluate the company's policies and systems regarding the compensation of directors and managers. It provides recommendations to the Board of Directors as a reference for decision-making. In 2024, the Compensation Committee of the company was composed of three independent directors.

Responsibilities of the Compensation Committee: 

• Regularly review the company's compensation policies and propose amendments.
• Establish and periodically review the performance and compensation policies, systems, standards, and structures for the company's directors and managers.
• Periodically assess the compensation of the company's directors and managers.
• The actual attendance rate of the three Compensation Committee members in 2025 was 100%.

Sustainability Development Committee

The Company established the Sustainability Development Committee under the Board of Directors on November 7, 2025. In accordance with the FocalTech Systems Co., Ltd. Sustainability Development Committee Charter, the Committee shall convene at least once a year to report to the Board on the execution results of the current year and the implementation plan for the following year.

The Committee consists of three members, including one Director and two Independent Directors. Its main responsibilities include：

• Participating in the formulation and review of the Company’s sustainability policies, strategies, and management guidelines.

• Overseeing sustainability-related matters and implementation plans, including the Company’s sustainability report and greenhouse gas inventory.

• Monitoring, reviewing, and revising the Company’s sustainability performance and execution status.

• Handling other matters delegated by the Board of Directors.

The current Committee’s term is November 7, 2025 to May 29, 2026. The Committee was newly established in 2025 and will convene meetings in 2026. The professional qualifications, experience, and operational status of the Committee members are as follows：