BES is committed to establishing an effective corporate governance framework to enhance the functions of the Board of Directors, respect the rights of stakeholders, and enhance information transparency. The Company has established the Remuneration Committee, Audit Committee, Sustainable Development Committee, and Nominating Committee in 2011, 2017, 2022, and 2025, respectively.

Audit Committee

In order to enhance organizational values and strengthen oversight and management functions, as well as implement financial reviews and controls to help BES achieve its strategic objectives, the Audit Committee is composed of three independent directors with financial expertise and substantial experience, in accordance with legal regulations.

The matters deliberated by the Audit Committee include:
Formulating or amending internal control systems and assessing the effectiveness of internal control systems as required under Article 14-1 of the Securities and Exchange Act.
To formulate or amend the procedures for the acquisition or disposal of assets, derivatives trading, lending of funds to others, endorsement or provision of guarantees for others in material financial transactions, matters involving directors’ self-interests, material assets or derivatives trading, material lending of funds, endorsement or provision of guarantees, solicitation, issuance, or private placement of securities with an equity nature, appointment, termination, or compensation of certified public accountants, appointment or removal of the head of finance, accounting, or internal auditing, annual financial reports and semi-annual financial reports, and other material matters prescribed by the Company or by the competent authorities, etc., in accordance with the provisions of Article 36-1 of the Securities and Exchange Act.

The Audit Committee convenes meetings at least once every quarter and may convene meetings as necessary.

Remuneration Committee

Committee members shall exercise the duty of care of a prudent administrator, faithfully fulfill the following responsibilities, and be accountable to the Board of Directors. They shall also submit their proposals to the Board of Directors for discussion:
1. Develop and periodically review policies, systems, standards, and structures for the evaluation of the performance and remuneration of directors and executives.
2. Regularly assess and determine the remuneration of directors and executives.

3. Performance Self-Evaluation Questionnaire.

Sustainable Development Committee

To fulfill corporate social responsibilities, align with international trends, proactively respond to various issues related to the environment, society, and corporate governance of concern to stakeholders, and achieve sustainable business objectives, the Company resolved to establish the Sustainable Development Committee in 2022. The committee is chaired by the Chairman of the Board, and the other two seats are filled by independent directors, totaling three members.

Powers and Responsibilities of the Sustainable Development Committee:
1. Formulate sustainable development policies, systems, or relevant regulations.
2. Promote matters related to sustainable development.
3. Handle other matters related to sustainable development as resolved by the Board of Directors.

The Sustainable Development Committee convenes meetings at least once every year and may convene additional meetings when deemed necessary.

Sustainable Development Best Practice Principles for BES Engineering Corporation

Organizational Procedures of the Sustainable Development Committee

Nominating Committee

The Nominating Committee is responsible for enhancing Board composition and governance effectiveness. Authorized by the Board, the Committee shall perform its duties with due care and carry out the following responsibilities:

1. Set qualification standards for directors and senior management, and review and nominate candidates for these positions.

2. Develop and review the organizational structure of the Board and its committees, and conduct performance evaluations, including the assessment of independent directors’ independence.

3. Formulate and periodically review director training programs and succession plans for directors and senior management.

4. Establish and regularly review the Company’s Corporate Governance Best Practice Principles.

Committee Members

name

Audit Committee

Compensation Committee

Sustainability Committee

Nominating Committee

Professional Background

Chou, Chih-Ming
(Chairman)

    Chairperson
 

Experienced corporate leader; former senior executive of Machi Amusement Park, Bulao-Song Recreation Enterprise, Tang-Cheng Construction, and Director of reRUBBER (California, USA). Long-term contributor to company growth.

Ko, Shu-Jen
(Independent Director)

Chairperson
Chairperson
 

Chairman of Chinese IPTV Channel Operators Association; Adjunct Professor at Shih Hsin University; 30+ years of media leadership experience including ERA TV, TVBS, and Formosa TV.

Liu, Teng-Cheng (Independent Director)

Former Chairman of National Credit Card Center; previously headed major financial institutions including Hua Nan Financial Holdings and Bank of Taiwan. Strong background in finance, law, and corporate governance.

Chang, Fan (Independent Director)

Vice Chairman of Eastern Broadcasting Co.; Professor at Takming University of Science and Technology; Chairman of AIDC Development. Former Deputy Minister of Finance and New Taipei City Urban Development Commissioner.

Pan, Wei-Kang (Independent Director)

     

Chairman of Synmax Biotech (Grand Biotechnology Co., Ltd.); Chairperson of Modern Women’s Foundation; Independent Director of Hsin-Kang Industrial (Sinkang Industries Co., Ltd.). Former Legislator and Taipei City Councilor.

BES is committed to establishing an effective corporate governance framework to enhance the functions of the Board of Directors, respect the rights of stakeholders, and enhance information transparency. The Company has established the Remuneration Committee, Audit Committee, Sustainable Development Committee, and Nominating Committee in 2011, 2017, 2022, and 2025, respectively.

Audit Committee

In order to enhance organizational values and strengthen oversight and management functions, as well as implement financial reviews and controls to help BES achieve its strategic objectives, the Audit Committee is composed of three independent directors with financial expertise and substantial experience, in accordance with legal regulations.

The matters deliberated by the Audit Committee include:
Formulating or amending internal control systems and assessing the effectiveness of internal control systems as required under Article 14-1 of the Securities and Exchange Act.
To formulate or amend the procedures for the acquisition or disposal of assets, derivatives trading, lending of funds to others, endorsement or provision of guarantees for others in material financial transactions, matters involving directors’ self-interests, material assets or derivatives trading, material lending of funds, endorsement or provision of guarantees, solicitation, issuance, or private placement of securities with an equity nature, appointment, termination, or compensation of certified public accountants, appointment or removal of the head of finance, accounting, or internal auditing, annual financial reports and semi-annual financial reports, and other material matters prescribed by the Company or by the competent authorities, etc., in accordance with the provisions of Article 36-1 of the Securities and Exchange Act.

The Audit Committee convenes meetings at least once every quarter and may convene meetings as necessary.

Remuneration Committee

Committee members shall exercise the duty of care of a prudent administrator, faithfully fulfill the following responsibilities, and be accountable to the Board of Directors. They shall also submit their proposals to the Board of Directors for discussion:
1. Develop and periodically review policies, systems, standards, and structures for the evaluation of the performance and remuneration of directors and executives.
2. Regularly assess and determine the remuneration of directors and executives.

3. Performance Self-Evaluation Questionnaire.

Sustainable Development Committee

To fulfill corporate social responsibilities, align with international trends, proactively respond to various issues related to the environment, society, and corporate governance of concern to stakeholders, and achieve sustainable business objectives, the Company resolved to establish the Sustainable Development Committee in 2022. The committee is chaired by the Chairman of the Board, and the other two seats are filled by independent directors, totaling three members.

Powers and Responsibilities of the Sustainable Development Committee:
1. Formulate sustainable development policies, systems, or relevant regulations.
2. Promote matters related to sustainable development.
3. Handle other matters related to sustainable development as resolved by the Board of Directors.

The Sustainable Development Committee convenes meetings at least once every year and may convene additional meetings when deemed necessary.

Sustainable Development Best Practice Principles for BES Engineering Corporation

Organizational Procedures of the Sustainable Development Committee

Nominating Committee

The Nominating Committee is responsible for enhancing Board composition and governance effectiveness. Authorized by the Board, the Committee shall perform its duties with due care and carry out the following responsibilities:

1. Set qualification standards for directors and senior management, and review and nominate candidates for these positions.

2. Develop and review the organizational structure of the Board and its committees, and conduct performance evaluations, including the assessment of independent directors’ independence.

3. Formulate and periodically review director training programs and succession plans for directors and senior management.

4. Establish and regularly review the Company’s Corporate Governance Best Practice Principles.

Committee Members

name

Audit Committee

Compensation Committee

Sustainability Committee

Nominating Committee

Professional Background

Chou, Chih-Ming
(Chairman)

    Chairperson
 

Experienced corporate leader; former senior executive of Machi Amusement Park, Bulao-Song Recreation Enterprise, Tang-Cheng Construction, and Director of reRUBBER (California, USA). Long-term contributor to company growth.

Ko, Shu-Jen
(Independent Director)

Chairperson
Chairperson
 

Chairman of Chinese IPTV Channel Operators Association; Adjunct Professor at Shih Hsin University; 30+ years of media leadership experience including ERA TV, TVBS, and Formosa TV.

Liu, Teng-Cheng (Independent Director)

Former Chairman of National Credit Card Center; previously headed major financial institutions including Hua Nan Financial Holdings and Bank of Taiwan. Strong background in finance, law, and corporate governance.

Chang, Fan (Independent Director)

Vice Chairman of Eastern Broadcasting Co.; Professor at Takming University of Science and Technology; Chairman of AIDC Development. Former Deputy Minister of Finance and New Taipei City Urban Development Commissioner.

Pan, Wei-Kang (Independent Director)

     

Chairman of Synmax Biotech (Grand Biotechnology Co., Ltd.); Chairperson of Modern Women’s Foundation; Independent Director of Hsin-Kang Industrial (Sinkang Industries Co., Ltd.). Former Legislator and Taipei City Councilor.