AI assistant
TGI — Annual Report 2025
May 22, 2026
51924_rns_2026-05-22_ee580998-7b67-4fe8-a614-17206874844f.pdf
Annual Report
Open in viewerOpens in your device viewer
Stock Code: 1802

台湾玻璃工業公司
TAIWAN GLASS IND. CORP.
Annual Report 2025
Accessible at Website: https://mops.twse.com.tw/mops/web/index
http://www.taiwanglass.com
Prepared by TAIWAN GLASS IND. CORP.
Printed on May 6, 2026
I. Company Spokesperson:
Acting Spokesperson:
-
Name: Lin, C M
-
Name: Huang, Y H
-
Job Title: GM, Finance Dept.
-
Job Title: Manager, Accounting Dept.
-
Tel. No.: 02-27130333
-
Tel. No.: 02-27130333
-
E-mail: [email protected]
-
E-mail: [email protected]
II. Company and factories: (No subsidiaries)
| Entity | Address | Tel. No. |
|---|---|---|
| Head Office | 11F, Taiwan Glass Building, No. 261, Sec. 3, Nanking E. RD., Taipei City | (02) 2713-0333 |
| Taichung Factory | No. 377, Ziqiang Rd., Wuqi Dist., Taichung City | (04) 2639-0333 |
| Taoyuan Factory | No. 1, Jingjian 5th Rd., Guanyin Industrial Park, Guanyin Township, Taoyuan County | (03) 483-7333 |
| Lukang Factory | No. 11, Lugong Rd., Changhua Coastal Industrial Park, Lukang Township, Changhua County | (04) 781-0333 |
| Changpin Factory | No. 52, Lugong Rd., Changhua Coastal Industrial Park, Lukang Township, Changhua County | (04) 781-2333 |
| Hsinchu Factory | No. 470, Sec. 4, Zhonghua Rd., Hsinchu City | (03) 530-0333 |
| TG Flagship Store | 1F, Taiwan Glass Building, No. 261, Sec. 3, Nanking E. RD., Taipei City | (02) 2712-2189 |
III. Stock Transfer Registration:
- Name: TGI Stock Affairs Div.
- Address: 8F, Taiwan Glass Building, No. 261, Sec. 3, Nanking E. RD., Taipei City
- Tel. No.: 02-27130333, Ext. 1325
- Website: www.taiwanglass.com
IV. Independent Accountants:
- Name: Lee, Yu-Ju; Huang, Chien-che
- CPA Firm: Ernst & Young
- Address: 9F, No. 333, Keelung Road, Sec. 1, Taipei City
- Tel. No.: 02-27578888
- Website: www.ey.com/zh_tw
V. The Name of Any Exchanges Where the Company's Securities Are Traded Offshore: None
VI. Website: www.taiwanglass.com
Table of Contents
Page No
One. Letter to Shareholders... 1
Two. Corporate Governance... 5
I. Profiles of directors, Supervisors, President, Executive Vice Presidents, Asst. VP, and Supervisors of the Various Departments and Branches... 5
II. Remuneration to Director, Supervisors, Presidents and Vice Presidents... 14
III. Status of Corporate Governance... 18
IV. Audit Fee Information... 63
V. Information on the Replacement of Independent Auditors for the Most Recent Two Years and Afterwards... 63
VI. Name of Auditing Firm or its Affiliates at which the Company’s Chairman, President, or Managers Responsible for Financial or Accounting Matters was on Employee Over the Past Year, his/her Position and Employment Period... 63
VII. Equity Changes, Transfers, and Pledges of Directors, Supervisors, Managers and Major Shareholders... 64
VIII. Relationship Among the Top Ten Shareholders, relationship of related party or Spouse / kin at the second pillar under the Civil Code... 65
IX. Total Shareholding Ratio in each Invested Enterprise Invested by the Company, and the Company’s Directors, Supervisors, Managers, and Enterprises Controlled by the Company Directly or Indirectly, and Consolidated Shareholdings Thereof... 67
Three. Status of Capital Planning... 68
I. Sources of Capital Stock... 68
II. List of Major Shareholders... 69
III. Dividend Policy and Implementation... 70
IV. The Effects of Stock Grants Proposed at this Shareholders’ Meeting on Business Performance and EPS... 70
V. Remuneration to Employees, Directors and Supervisors... 70
VI. Buyback of Common Stocks... 71
VII. Information on the Company’s Issuance of Corporate Bonds... 71
VIII. Information on Preferred Shares, Global Depository Receipts, Employee Stock Warrants and Issuance of New Shares in Connection with a Merger or Acquisition or with Acquisition of Shares of Any Other Company... 71
IX. The Company’s Capital Allocation Plans... 71
Table of Contents
Page No
Four. Overview of Operation... 72
I. Content... 72
II. Overview of Market, Production, and Marketing... 73
III. Employee Information for the Most Recent Two Years Up to the Publication of this Annual Report... 83
IV. Environment Protection Measures... 83
V. Labor Relations... 83
VI. Information communication security management... 91
VII. Major Contracts... 97
Five. Financial Highlights... 98
I. Financial Analysis... 98
II. Financial Performance Analysis... 99
III. Cash Flow Analysis... 100
IV. Significant Capitalized Expenditure Analysis... 101
V. Long-term Reinvestment Policy, main Reasons for Gain or Loss, Improvement Plan and the Coming Year Investment Plan... 101
VI. Risk Management... 102
VII. Other Important Notes... 102
Six. Special Notes... 103
I. Affiliates... 103
II. Status of Securities in Private Placement in the Past Year and up to the Publication of this Annual Report... 103
III. Other Special Notes... 103
Seven. Significant Issues which might Affect Stockholders' Equity or Securities' Price Pursuant to Item2, Paragraph3, Article 36 of the Securities and Exchange Act in the Past Year and up to the Publication of this Annual Report... 103
One. Letter to Shareholders
I. 2025 Business Operation
(I) Production:
| Type | Territory | Contents | Yearly Output 1,000MT |
|---|---|---|---|
| Flat Glass | Taiwan | • 1 production line of flat glass in Taichung Factory | |
| • 1 production line of flat glass in Lukang Factory | |||
| • Total: 2 production lines | 265 | ||
| (+2.2%) | |||
| China | • 11 production lines of flat glass in Kunshan, Chengdu, Tianjin, Dongguan, Qingdao, Donghai, Xianyang and Anhui; | ||
| • Total: 11 production lines | 2,638 | ||
| (+2.2%) | |||
| Fiberglass Fabric & Fiberglass | Taiwan | • Production line of fiberglass fabric and fiberglass in Taoyuan Factory | |
| • Production line of fiberglass fabric in Lukang Factory | 34 | ||
| (-27.4%) | |||
| China | • 1 production line of fiberglass fabric in Kunshan Factory | ||
| • 2 production lines of fiberglass fabric in Chengdu Factory | |||
| • 1 production line of fiberglass fabric in Bengbu Factory | |||
| • Total: 4 production lines | 48 | ||
| (+1.5%) | |||
| Container, Tableware Kitchenware | Taiwan | • 6 production lines of container, tableware and kitchenware glass in Hsinchu Factory | 137 |
| (-4.3%) | |||
| Autoglass | Taiwan | • Production line of automotive glass in Taichung Factory | 5 |
| (-20.2%) | |||
| China | • Production line of automotive glass in Yancheng Factory | 14 | |
| (-17.4%) | |||
| Total | - | 3,141 | |
| (+1.3%) |
(II) Sales:
| Type | Territory | Sales Volume | Sales Amount | ||
|---|---|---|---|---|---|
| Thousand MT | Compared with 2024 | NT$ Million | Compared with 2024 | ||
| Flat Glass | Taiwan | 264 | (-6.1%) | 4,528 | (-3.6%) |
| China | 2,746 | (+3.3%) | 19,808 | (-15.9%) | |
| Subtotal | 3,010 | (+2.4%) | 24,336 | (-13.8%) | |
| = US$ 781mil | Percentage of 56.8% | ||||
| group’s turnover | |||||
| Fiberglass Fabric & Fiberglass | Taiwan | 43 | (-15.6%) | 6,876 | (+55.3%) |
| China | 69 | (-9.1%) | 6,545 | (+17.8%) | |
| Subtotal | 112 | (-11.7%) | 13,421 | (+34.4%) | |
| = US$ 430mil | Percentage of 31.4% | ||||
| group’s turnover | |||||
| Container, Tableware and Kitchenware | Taiwan | 134 | (-8.9%) | 3,758 | (-3.3%) |
| = US$ 121mil | Percentage of 8.8% | ||||
| group’s turnover | |||||
| Autoglass | Taiwan | 5 | (-19.4%) | 496 | (-18.2%) |
| China | 14 | (-20.1%) | 795 | (-22.0%) | |
| Subtotal | 19 | (-19.9%) | 1,291 | (-20.6%) | |
| = US$ 41mil | Percentage of 3.0% | ||||
| group’s turnover | |||||
| Total | 3,275 | (+1.2%) | 42,806 | (-2.1%) | |
| = US$ 1,373mil | Domestic 77% / Export 23% | ||||
| Merge Reversal | - | - | (1,312) | ||
| Total after offset | - | - | 41,494 | (-2.4%) | |
| = US$ 1,331mil |
(III) Financial report:
-
In 2025, the Company benefited from successfully penetrating the AI supply chain with high-end fiberglass fabric and producing key AI components, resulting in a significant increase in operating profit compared to 2024. However, due to intensified market competition and weak downstream market conditions in its investee companies, investment losses were recognized, leading to a net loss after tax for the full year.
-
Unit: NT$ '000
| Title | 2025 | 2024 | Comparison% 2025/2024 |
|---|---|---|---|
| Operating Revenue | 41,494,382 | 42,502,810 | -2.4% |
| Operating Income | 370,903 | (1,286,126) | 128.8% |
| Net Income before Tax | (590,734) | (1,274,968) | 53.7% |
| Net Income after Tax | (706,962) | (1,754,454) | 59.7% |
| Net Income after Tax Attributable to Stockholders of the Parent | (590,329) | (1,571,562) | 62.4% |
(IV) Status of Budget Implementation:
| Title | 2025 Budget (Note) | 2025 Actual Amount | Proportion |
|---|---|---|---|
| Operating Revenue | 46,000,000 | 41,494,382 | 90.2% |
| Net Income before Tax | 304,000 | (590,734) | - |
| Net Income after Tax Attributable to Stockholders of the Parent | 60,000 | (590,329) | - |
Note: This refers to internal budget, with no publication of financial forecast.
(V) Analysis of Profitability:
| Title | 2025 | 2024 |
|---|---|---|
| Return on Total Assets (ROA) | -0.25 % | -1.37 % |
| Return on Stockholder’s Equity (ROE) | -1.39 % | -3.44 % |
| Ratio of Income before Tax to Paid-in Capital | -2.03 % | -4.38 % |
| Profit margin | -1.70 % | -4.13 % |
| EPS (after Retroactive Adjustment) | NTD -0.20 | NTD -0.54 |
2026 Annual Business Plan Outline:
Business Operation Strategy, Law Compliance & Economic Impact Analysis:
In 2025, Taiwan benefited from the AI boom and the growing demand for high-performance computing, which helped drive its economic performance. However, the global environment remains highly challenging and uncertain due to volatile international conditions, including the continuation of U.S. tariff policies, conflicts in the Middle East, and trade issues arising from geopolitical tensions. Despite these uncertainties, the Company continues to move forward steadily.
With respect to external and regulatory risks, factors such as the energy transition and rising raw material costs, tariffs and geopolitical conflicts, as well as an aging population and labor shortages, are expected to constrain economic growth potential. It is anticipated that the government and relevant authorities will strengthen energy independence, maintain stable monetary policies, support enterprises in adopting ESG management and carbon reduction technologies, and expand talent development in AI, semiconductor, and sustainable industries. In addition, easing regulations on the recruitment of highly skilled foreign professionals will enable enterprises to remain competitive and sustain growth amid the restructuring of global supply chains.
In terms of corporate sustainability, the Company has been awarded the Taiwan Corporate Sustainability Awards (TCSA) "Silver Award for ESG Report in the Traditional Manufacturing Industry" for ten consecutive years, along with multiple other ESG recognitions. The Company has implemented ESG management practices and strengthened green production and carbon reduction initiatives. It has completed greenhouse gas inventories for all our factories in Taiwan and obtained third-party verification. Total greenhouse gas emissions decreased by approximately 57,500 metric tons $(-9.44\%)$ compared to the previous year. Heavy fuel oil consumption decreased by $49.23\%$, total solar power generation
across all plants reached 11.48 million kWh, and purchased electricity decreased by 39 million kWh (-8.1%). These efforts demonstrate significant achievements in energy conservation and carbon reduction.
Brief of Technology and R&D:
In terms of flat glass production, in response to the continuous rise in raw material and energy costs, the Company has continued to implement cost reduction and efficiency enhancement programs. In alignment with government carbon reduction policies, the Company has replaced outdated equipment with poor energy efficiency and gradually increased the proportion of natural gas usage. At the same time, the Company has strengthened collaboration with external research institutions and introduced AI technologies. Without compromising product quality, AI-driven big data analysis is utilized to further reduce production energy consumption.
The TF2 furnace at the Taichung Factory will undergo a cold repair in 2026. During this period, the Company will simultaneously install the planned waste heat power generation system and natural gas hydrogen production system. In addition, plans are in place to construct a nitrogen-oxygen air separation unit, whereby the oxygen generated during nitrogen production will be fed into the furnace combustion process to improve thermal efficiency and reduce emissions. These measures aim to maximize carbon reduction effectiveness and enhance the competitiveness of flat glass products. The furnace is expected to be reignited and resume operations in the first quarter of 2027.
With the rapid advancement of AI technologies and the surge in computing power demand, the world is entering a new era of high-performance computing. To meet the requirements for high-speed transmission and ultra-low latency of massive data, market demand for high-end substrates is rising significantly. In addition to continuously expanding existing low dielectric constant fiberglass febric production lines, the Company is accelerating the development of advanced products featuring even lower dielectric constants and lower dielectric loss, in order to fully meet the explosive demand from applications such as generative AI, large-scale data centers, autonomous vehicles, and the Internet of Things (IoT).
To address the trend toward thinner IC substrates and the corresponding demand for insulating materials with a low coefficient of thermal expansion (Low CTE), the Company is developing low-CTE fiberglass fabric to prevent warpage or even circuit disconnection caused by differences in thermal expansion between chips and substrates during the packaging process. Newly developed high-strength fiberglass yarn can be applied in aerospace and defense-grade composite materials. In the field of wind power generation, roving products have obtained DNV GL certification, while chopped strand products comply with EU food contact regulations and relevant potable water certifications. Through these efforts, the Company is actively responding to global environmental protection and energy-saving carbon reduction initiatives, contributing to the sustainability of the planet.
Operating Prospects:
Reviewing the Company's performance in 2025, the Group reported consolidated revenue of NT$41.5 billion and a net loss after tax of NT$590 million. The following is an overview of each business segment:
In the flat glass segment, AI technologies have been introduced to optimize production and reduce energy consumption, thereby lowering production and operating costs and enhancing output efficiency. With the advancement of net-zero carbon emission policies and urban renewal initiatives, the growing demand for high-performance green building materials in Taiwan's construction market is also expected to drive sales of low-emissivity (Low-E) energy-saving glass.
In the China market, although the government has continued to introduce stimulus policies to revive the real estate sector, demand in the construction segment remains weak, and the oversupply pressure in the float glass market has not been significantly alleviated. The Company is therefore focusing on high-end applications and high value-added energy-saving glass and photovoltaic glass products to address future demand from smart home and automotive markets.
In the fiber business segment, information transmission has fully entered the era of high frequency and high speed. The rapid development of AI and intelligent industries has driven significant growth across the supply chain, and demand for high-quality glass fiber cloth is expected to continue increasing, providing new momentum for the Company's fiber business. The Company's low dielectric (Low Dk) and low coefficient of thermal expansion (Low CTE) glass fiber cloth products have been widely certified and adopted by major global customers. In response to market demand, capacity expansion projects are underway at the Taoyuan and Lukang Factory. The Company continues to invest in innovation, R&D, and quality enhancement to better serve its customers.
In the container glass and branded products segment, in the face of low-price competition and tariff challenges, the Company has strengthened distributor partnerships and actively participated in tenders. By offering high-quality and diversified products, it maintains its market competitiveness. Exported heat-resistant products continue to be favored by well-known brands, and flexible pricing strategies have been adopted to mitigate the impact of tariffs. The Company's own-brand products have received numerous domestic and international design awards, combining aesthetics with functionality, thereby enhancing brand reputation and driving sales growth.
In terms of Shihlien Chemical Industrial Jiangsu Co., Ltd. (SCJ, 43.99% of its shareholding held by Taiwan Glass), due to industry-wide overcapacity in soda ash and ammonium chloride, prices remained at low levels throughout the year.
— 3 —
SCJ has actively optimized its production processes, reduced energy consumption, and strived to achieve a balance between production and sales.
Looking ahead to 2026, the Company will focus on innovation and development of new products to deliver customer satisfaction, while strengthening ESG initiatives and accelerating its sustainable transformation. By establishing a low-carbon operating model and fulfilling corporate social responsibility, the Company will work together with all stakeholders—including stockholders, distributors, business partners, customers, and employees—to drive innovation, open new opportunities, meet future challenges, and achieve shared profitability and growth.
Important Sales Policy:
- Innovative Technology
- Excellent Quality
- Cost Efficiency
- Reasonable Price
- Product Development
- Comprehensive Services
—4—
Two. Corporate Governance Report
I Profiles of Directors, Supervisors, President, Executive Vice Presidents, Asst. VP, and supervisors of the various departments and branches:
(1) Information about directors.
April 14, 2026
| Job Title (Note 1) | Nationality/ Country of Origin | Name | Gender | Age (Note 2) | Date when first elected (Note 3) | Date elected | Term | Shareholding when elected | Current shareholding | Current Shares Held by Spouse & Dependents | Shares held in another's name | Major (academic degree) experience (Note 4) | Current Company & Other positions | Other Chief, Supervisors or Directors with a Spousal or Other Immediate Relative | Note | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Shares | % | Job Title | Name | Relationship | |||||||||||||
| Chairman | R.O.C. | Liu, P F | Male | 82 | 1967-09-16 | From 2024-06-07 until 2027-09-06 | 3 years | 20,603,512 | 0.71 | 20,603,512 | 0.71 | 2,690,233 | 0.09 | TGI General Manager | Rachelor's | Chairman of Tai Hong Investment Co., Ltd.Chairman of Tai Cheng Investment Co., Ltd.Chairman of TGF-TCD-TBF and TGCHDirector of TGCS/QFG/QKG CFG CDG HNG TIG DHG TTAR.TXT.TAH TWAR HESS.SCH.SCI and CFG-HhSupervisor of HSB. | Director | Liu, P S | Bothers | None | |||
| Lin, P C | Bothers | ||||||||||||||||||||||
| Director | Liu, C H | Farher & son | |||||||||||||||||||||
| Director | # | Liu, P S | # | 81 | 1967-09-16 | # | # | 14,897,934 | 0.51 | 14,897,934 | 0.51 | 2,410,157 | 0.08 | TGI Executive Director | Rachelor's | TGI President & CEOChairman of Hu Hu Investment Co., Ltd.Chairman of Tai Yu Investment Co., Ltd.Chairman of Lim Kun Seng Kah Kih Co., LtdChairman of Tai Hong Gail ClubChairman of JDC DHG QBG SCH and SCI.Vice Chairman of TGCHExecutive Director of HSB and TQPT.Director of TGCS/CFG/TGF/CDG HNG TIG TTAR.TXT.TAH TWAR TCD.TBF and HESSGeneral Manager of TGCS and TIG. | Chairman | Liu, P F | Bothers | ||||
| Director | Lin, P C | Bothers | |||||||||||||||||||||
| Director | Hou, L L | Husband & wife | |||||||||||||||||||||
| Director | # | Liu, P C | # | 76 | 1976-04-21 | # | # | 6,191,002 | 0.21 | 6,191,002 | 0.21 | 4,729,447 | 0.16 | TGI Executive Director | Rachelor's | Chairman of Tai Chien Investment Co., Ltd.Chairman of Tai Chia Investment Co., Ltd.Chairman of TIG.TGCS and HNGDirector of TGCS/QGF/QKG CFG/TGF CDG DHC.TAR.TXT.TAH TWAR TCD.TBF and HESSGeneral Manager of TGCS and TIG. | Chairman | Liu, P F | Bothers | ||||
| Director | Liu, P S | Bothers | |||||||||||||||||||||
| Director | Liu, C M | Farher & son | |||||||||||||||||||||
| Director | # | Luo, H T | # | 72 | 2009-06-10 | # | # | 10,337,628 | 0.36 | 10,337,628 | 0.36 | - | - | - | - | - | - | Supervisor of Feature Integration Technology Inc. | Racholar's | Director of Pack's Holding Ltd.Chairman of Puergen Investment Co., Ltd.Director of Ambassador Bond.Director of Chi-Ye Chemical Corp. | None | # | |
| Director | # | Peng, C H | # | 82 | 2018-06-13 | # | # | 10,000 | 0.00 | 10,000 | 0.00 | - | - | - | - | - | - | Member/coassessor of the Importers and Exporters Association of TaipeiMember of the Taipei Development Industry Trade AssociationVice chairman of the World Baseball Softball ConfederationChairman of Baseball Federation of AsiaChairman of the Chinese Taipei Baseball Association | Racholar's | Group President of Maths's AffiliatesDirector of Chinese Culture University. | None | # | |
| Director | # | Tai Hong Investment Co., Ltd. | Female | 74 | 2015-06-09 | # | # | 420,137,922 | 14.45 | 420,137,922 | 14.45 | - | - | - | - | - | - | - | - | - | - | # | |
| Hsu, L L | 2,410,157 | 0.08 | 14,897,934 | 0.51 | - | - | - | G. MGR, Sunrise Department Store | Master's | Vice Chairman of Xue Xue InstituteVice Chairman of Xue Xue FoundationDirector of SCIISupervisor of SCI | Director | Liu, P S | Husband & wife | ||||||||||
| Director | # | Tai Hong Investment Co., Ltd. | Male | 54 | 2000-04-28 | # | # | 420,137,922 | 14.45 | 420,137,922 | 14.45 | - | - | - | - | - | - | - | - | - | - | # | |
| Lin, C H | 1,206,111 | 0.04 | - | - | - | - | TGI President, ChinaChief Operating Officer, TGI China and Flat Glass | Master's | Chief Executive Officer, TGIIndependent director of WUS Printed Circuit Co., LtdChairman of TAGC/CFG CDG TXT.TAH TTAR.TWAR.TASH. and HESSDirector of TGCHQFGQKG TFG HNG TIG DHC.TCD and TBFSupervisor of TRAE. | Chairman | Liu, P F | Farher & son | |||||||||||
| Director | Lin, C Y | Bothers | |||||||||||||||||||||
| Director | # | Tai Hong Investment Co., Ltd. | # | 47 | 2004-10-06 | # | # | 420,137,922 | 14.45 | 420,137,922 | 14.45 | - | - | - | - | - | - | - | - | - | - | # | |
| Lin, C Y | 355,701 | 0.01 | - | - | - | - | General Manager, Fiberglass Business Division,TGIVGM, TGI Fiber | Master's | Chief Operating Officer, TGIGeneral Manager of TGF and TCDVice Chairman of TAGC/DGCDG TXT.TAH TWAR.TWAR.TED.TBF.TY4U and HESS. | Chairman | Liu, P F | Farher & son | |||||||||||
| Director | Lin, C H | Bothers |
I Profiles of Directors, Supervisors, President, Executive Vice Presidents, Asst. VP, and supervisors of the various departments and branches:
(I) Information about directors.
April 14, 2026
| Job Title (Note 1) | Nationality/ Country of Origin | Name | Gender | Age (Note 2) | Date when first elected (Note 3) | Date elected | Term | Shareholding when elected | Current shareholding | Current Shares Held by Spouse & Dependents | Shares held in another's name | Major (academic degree) experience (Note 4) | Current Company & Other positions | Other Chief, Supervisors or Directors with a Spread or Other Immediate Relative | Note | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Shares | % | Job Title | Name | Relationship | ||||||||||||
| Director | U.S.A. | He He Investment Co., Ltd. | Male | 46 | 2006-06-09 | From 2021-07-02 until 2024-07-01 | 3 years | 402,748,231 | 13.85 | 402,748,231 | 13.85 | - | - | - | - | - | - | - | - | - | - | None |
| Lin, C M | 464,778 | 0.02 | 977,008 | 0.03 | - | - | G. MGR, TGI Finance VGM, TGI Finance | Master's | Chief Financial Officer, TEI Director of TGI, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU, ITU | Director | Lin, P C | Father & son | ||||||||||
| Director | # | Lion, S W | # | 50 | 2021-07-02 | # | # | 25,000 | 0.00 | 25,000 | 0.00 | - | - | - | - | Chief of Department of Real Estate Market, CBRE Limited Taiwan Branch Vice President of the Investment Dept., DBI Bank Hong Kong | Master's | Director of SinoPax Securities Chairman of Chu Mao Business Consulting Co., Ltd. Chairman of Sin Sheng Li Investment Co., Ltd. | None | # | ||
| Independent Director | # | Lin, S C | # | 73 | 2021-07-02 | # | # | - | - | - | - | - | - | - | - | Visiting Professor of Dept. of International Business, CVCU Chairman of CPC Political Deputy Minister of Ministry of Economic Affairs | Doctor's | Emeritus Professor of CVCU Consultant of CNAIC Independent Director of Swanson Holding Co., Ltd. - Formosa Taffeta Co., Ltd and Century Iron and Steel Industrial Co., Ltd. Member of Remuneration Committee of Formosa Taffeta Co., Ltd and Century Iron and Steel Industrial Co., Ltd. | None | # | ||
| Independent Director | # | Lin, Z Y | # | 73 | 2021-07-02 | # | # | - | - | - | - | - | - | - | - | Chairman of Taiwan Garment Industry Association Chairman of Taiwan Smart Textile Association, Vice Chairman of Taiwan Textile Federation, | Master's | Chairman of Ten-Ruy Industrial Co., Ltd. - King's Metal Filter Technologies B.V. - A&J Smart Clothing Inc. and Taiwan Supercritical Technology Co., Ltd. Honorary Consul of Embassy of the Kingdom of Ecuador in the Republic of China (Taiwan) | None | # | ||
| Independent Director | # | Wang, Y C | # | 57 | 2021-07-02 | # | # | - | - | - | - | - | - | - | - | Associate Professor, Director, and Chair of Dept. of Global Business, Chinese Culture University Director of World Senior High School Associate Professor of Dept. of Business Administration, Chung Hua Univ. Policy Consultant of Huizhou City Gov. Supervisor, Trade-Van Information Services Co., Ltd. and Liwei Wind Power Co., Ltd. | Doctor's | External Director, Fubon Construction Management Co., Ltd. Director of Chung Hua Univ. Independent Director and Member of the Remuneration Committee, Luo Lin Fen Holding Co., Ltd. Independent Director, Lishang Energy Holding Co., Ltd. Advisor, The Third Wednesday Association International Advisor, Economic Division, National Policy Foundation Expert Member, Public Construction Commission, Executive Yuan | None | # | ||
| Independent Director | # | Chen, H M | Female | 74 | 2025-06-11 | From 2025-06-11 until 2027-06-06 | 2 years | - | - | - | - | - | - | - | - | Full Professor, Graduate Institute of Management Sciences, Tandang University Chief Human Resources Officer (CHRO), Tandang University Director, Graduate Institute of Management Sciences, Tandang University Adjunct Professor, Institute of Business and Management, National China Tung University Visiting Professor, School of Management, Fudan University | Doctor's | Professor Emeritus, Graduate Institute of Management Sciences, Tandang University Independent Director and Corresor of the Remuneration Committee, Wei Serkecentshore Corp Independent Director and Remuneration Committee Member, LHC Health & Resorts Corp. Remuneration Committee Member, Nanchow Chemical Industrial Co., Ltd. | None | |||
| Independent Director | # | Lin, M L | Male | 59 | 2025-06-11 | # | # | - | - | - | - | - | - | - | - | Independent Director, SHENMAO Technology Inc. Full-time Assistant Professor, Department of Horticulture, Hanghao Delta University of Technology Full-time Assistant Professor, Department of Landscape and Urban Design, Choyyang University of Technology Assistant Engineer, New Town Construction Division, Construction and Planning Agency, Ministry of the Interior Contracted Research Fellow, Construction and Planning Agency, Ministry of the Interior Adjunct Lecturer, Department of Landscape Architecture, Fu Jen Catholic University | Master's | Director, NROU BEI DAB Corp. | None | # |
Note 1: The name of corporate shareholder, if any, shall be identified, and the following table 1 shall be completed.
Note 2: Please provide the actual age and express it in ranges such as 41-50 years old or 51-60 years old.
Note 3: The circumstances resulting in suspension of initial inauguration date for the Company's director or supervisor, if any, shall be noted.
Note 4: The relevant job title and function in the CPA office or its affiliate in said period, if any, shall be identified.
Note 5: If the President, or equivalent position (the highest manager) and the Chairman of the Board are the same person, spouses, or first-degree relatives, the reasons, rationality, necessity, and countermeasures (e.g. increasing the number of independent directors, and ensuring that more than half of the directors are not concurrently employees or managers) should be disclosed.
Note: Director Hsu, L L acted as a supervisor of the Company from June 10, 2009 until August 27, 2014, and also a director of the Company as of June 9, 2015.
Director Lim, H T acted as a supervisor of the Company from March 19, 1988 until June 9, 2009, and also a director of the Company as of June 10, 2009.
Table 1: Key Shareholders of Major Institutional Shareholders
December 31, 2025
| Institutional shareholder Name (Note 1) | Major Shareholders of Institutional Shareholders (Note 2) | % |
|---|---|---|
| Tai Hong Investment Co., Ltd. | Ho Ho Investment Co., Ltd. | 29.4% |
| Tai Cheng Investment Co., Ltd. | 11.4% | |
| Lin, P F | 14.0% | |
| Lin, P S | 14.0% | |
| Lin, P C | 14.0% | |
| Ho Ho Investment Co., Ltd. | Tai Hong Investment Co., Ltd. | 32.0% |
| Tai Yu Investment Co., Ltd. | 19.8% | |
| Tai Chia Investment Co., Ltd. | 19.8% | |
| Tai Chien Investment Co., Ltd. | Ho Ho Investment Co., Ltd. | 19.7% |
| Tai Chia Investment Co., Ltd. | 12.2% | |
| Tai Yu Investment Co., Ltd. | 12.1% | |
| Lin, P F | 15.2% | |
| Lin, P S | 15.2% | |
| Lin, P C | 15.2% | |
| Lim Ken Seng Kah Kih Co., Ltd. | Tai Chia Investment Co., Ltd. | 16.7% |
| Tai Yu Investment Co., Ltd. | 19.8% | |
| Lin, P F | 15.3% | |
| Lin, P S | 15.3% | |
| Lin, P C | 15.3% |
Note 1: The director/supervisor who represents a corporate shareholder, if any, shall identify the corporate shareholder's name.
Note 2: Please specify the major shareholders' name (those with shareholdings in the first top 10) and their shareholdings. If the major shareholder is a corporation, please also complete the following Table 2.
Table 2: Key Shareholders of Major Institutional Shareholders in Table 1
December 31, 2025
| Institutional shareholder Name (Note 1) | Major Shareholders of Institutional Shareholders (Note 2) | % |
|---|---|---|
| Tai Cheng Investment Co., Ltd. | Tai Yu Investment Co., Ltd. | 14.8% |
| Lin, P F | 21.9% | |
| Lin, P S | 21.9% | |
| Lin, P C | 21.9% | |
| Tai Yu Investment Co., Ltd. | Tai Chia Investment Co., Ltd. | 40.9% |
| Ho Ho Investment Co., Ltd. | 16.5% | |
| Tai Chien Investment Co., Ltd. | 16.2% | |
| Tai Chia Investment Co., Ltd. | Tai Yu Investment Co., Ltd. | 25.8% |
| Tai Chien Investment Co., Ltd. | 13.1% | |
| Lin, P F | 10.1% | |
| Lin, P S | 10.1% | |
| Lin, P C | 10.1% | |
| Tai Hong Investment Co., Ltd. | See Table 1 | See Table 1 |
| Ho Ho Investment Co., Ltd. | See Table 1 | See Table 1 |
Note 1: Names of the major shareholders identified in Table 1 who are corporations, if any, shall be specified.
Note 2: Please specify the names of the corporate shareholders' major shareholders (those with shareholdings in the first top 10) and their shareholdings.
Directors' Independence Status and Their Relevant Work Experience (2)
I. Information disclosure on the professional qualifications of directors and the independence of independent directors:
| Conditions Name | Professional qualifications and experience (Note 1) | Status of independence (Note 2) (See the following page for independence requirements) | Number of public companies where the person holds the title as independent director | Not under any of the categories stated in Article 30 of the Company Law | |
|---|---|---|---|---|---|
| Director | Lin, P F | Current position as Chairman of TGI, TGF, TCD, TBF and TGCH. Previous position as GM of TGI Industry experience and work experience required by the Company. | (5),(9),(11) | - | ✓ |
| Lin, P S | Current position as President of TGI and Chairman of QFG, DHG, QRG, SCJ and SCH. Previous position as ED of TGI. Industry experience and work experience required by the Company. | (5),(9),(11) | - | ✓ | |
| Lin, P C | Current position as ED of TGI and Chairman of TJG, TGUS and HNG. Previous position as ED of TGI Industry experience and work experience required by the Company. | (5),(9),(11) | - | ✓ | |
| Lim, H T | Current position as Director of The Ambassador Hotel Co., Ltd. and Chiyeh Chemical Co., Ltd. Supervisor of Feature Integration Technology Inc. Previous position as supervisor of Feature Integration Technology Inc. Industry experience and work experience required by the Company. | (1),(4),(5),(6),(7),(8),(9),(10),(11) | - | ✓ | |
| Peng, C H | Current position as CEO of Meifu Group. Previous position as Director of Importers and Exporters Association of Taipei. Industry experience and work experience required by the Company. | (1),(3),(4),(5),(6),(7),(8),(9),(10),(11) | - | ✓ | |
| Hsu, L L | Current position as Vice Chairman of Xue Xue Int'l Culture Creative Co. Previous position as GM of Sunrise Department Store. Industry experience and work experience required by the Company. | (1),(9) | - | ✓ | |
| Lin, C H | Current position as COO of TGI Flat Glass Business & China Prod. Previous position as GM of TG China Prod. Industry experience and work experience required by the Company. | (3),(9) | - | ✓ | |
| Lin, C Y | Current position as GM of TG Fiberglass Business. Previous position as VGM of TG Fiberglass Business. Industry experience and work experience required by the Company. | (3),(9) | - | ✓ | |
| Lin, C M | Current position as GM of TG Finance Div. Previous position as VGM of TG Finance Div. Industry experience and work experience required by the Company. | (3),(9) | - | ✓ | |
| Lien, S W | Current position as Director of SinoPac Securities. Previous position as Vice President of the Investment Dept., DBS Bank Hong Kong Industry experience and work experience required by the Company. | See next page for status of independence | - | ✓ | |
| Independent Director | Lin, S C | Current position as Emeritus Professor of CYCU and Consultant of CNAIC. Independent Director of Swancor Holding Co., Ltd., Formosa Taffeta Co., Ltd., and Century Iron & Steel Industrial Co., Ltd. Previous position as Visiting Professor of Dept. of International Business, CYCU, Chairman of CPC, Political Deputy Minister of Ministry of Economic Affairs. Industry experience and work experience required by the Company. | See next page for status of independence | 3 | ✓ |
| Lin, Z Y | Current position as Chairman of Tex-Ray Industrial Co., Ltd., Chairman of Kings Metal Fiber Technologies Co., Ltd., Chairman of AIQ Smart Clothing Inc., Chairman of Taiwan Supercritical Technology Co., Ltd., Honorary Consul of Embassy of the Kingdom of Eswatini in the Republic of China (Taiwan) Previous positions include Chairman of the Taiwan Garment Industry Association, Chairman of the Taiwan Smart Textile Association, and Vice Chairman of the Taiwan Textile Federation. Industry experience and work experience required by the Company. | See next page for status of independence | 0 | ✓ |
| Conditions Name | Professional qualifications and experience (Note 1) | Status of independence (Note 2) (See the following page for independence requirements) | Number of public companies where the person holds the title as independent director | Not under any of the categories stated in Article 30 of the Company Law | |
|---|---|---|---|---|---|
| Independent Director | Wang, Y C | Current position as External Director, Fubon Construction Management Co., Ltd.; Director, Chung Hua University; Independent Director, Luo Lih Fen Holding Co., Ltd.; Independent Director, Li Sheng Energy Holdings Advisor, The Third Wednesday Association; International Advisor, Economic Affairs Division, National Policy Foundation; Expert Committee Member, Public Construction Commission, Executive Yuan. Previous position as Associate Professor and Program Director, Global Business Program, Chinese Culture University; Director, World High School; Associate Professor, Department of Business Administration, Chung Hua University; Municipal Advisor, Hsinchu City Government; Supervisor, Trade-Van Information Services Co.; Supervisor, Liwei Wind Power Co., Ltd. Industry experience and work experience required by the Company. | See next page for status of independence | 1 | ✓ |
| Chen, H M | Current position as Professor Emeritus, Graduate Institute of Management Sciences, Tamkang University; Independent Director and Convener of the Remuneration Committee, WIN Semiconductors Corp.; Independent Director and Member of the Remuneration Committee, Lealea Hotels & Resorts Co., Ltd.; Member of the Remuneration Committee, Namchow Holdings Co., Ltd.. Previous position as Full-time Professor, Chief Human Resources Officer, and Director, Graduate Institute of Management Sciences, Tamkang University; Adjunct Professor, Institute of Business and Management, National Chiao Tung University; Visiting Professor, School of Management, Fudan University. Industry experience and work experience required by the Company. | See next page for status of independence | 2 | ✓ | |
| Lin, M L | Director, NROU BEI DAR Corp. Formerly Independent Director, Shenmao Technology Inc.; Assistant Professor, Department of Horticulture, Hungkuo Delin University of Technology; Assistant Professor, Department of Landscape Architecture and Urban Design, Chaoyang University of Technology. | See next page for status of independence | 0 | ✓ |
Status of independence:
(1) Not an employee of the Company or its affiliates.
(2) Not a director or supervisor of the Company or its affiliates (excluding the capacity of independent director of the Company or its parents, or a subsidiary directly or indirectly held by the Company with more than $50\%$ of the shares with voting power).
(3) Not a natural person, spouse, underage child, or under the title of a third party who holds more than $1\%$ of the outstanding shares issued by the Company or among the top 10 natural person shareholders.
(4) Not a spouse, kin at the second pillar under the Civil Code, or the lineal blood relatives within the third pillar under the Civil Code as specified in (1) through (3).
(5) Not a director, supervisor or employee of a corporate shareholder who directly holds more than $5\%$ of the outstanding shares issued by the Company, or a director, supervisor or employee of a corporate shareholder who is among the top 5 shareholders. (excluding the capacity of independent director of the Company or its parents, or a subsidiary directly or indirectly held by the Company with more than $50\%$ of the shares with voting power)
(6) Not a director, supervisor, manager or shareholder holding more than $5\%$ of the outstanding shares of specific company or institution in business or financial relation with the Company. (excluding the capacity of independent director of the Company or its parents, or a subsidiary directly or indirectly held by the Company with more than $50\%$ of the shares with voting power)
(7) Not a professional, owner, partner, director, supervisor, manager of proprietorship, partnership, company or institution that provide business, legal, financial and accounting services to the Company or a spouse to the aforementioned persons, provided that this restriction does not apply to any member of the remuneration committee who exercises powers pursuant to Article 7 of the Regulations Governing the Establishment and Exercise of Powers of Remuneration Committees of Companies Whose Stock is Listed on the TWSE or Traded on the GTSM (excluding the capacity of independent director of the Company or its parents, or a subsidiary directly or indirectly held by the Company with more than $50\%$ of the shares with voting power)
(8) Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or
institution that has a financial or business relationship with the company (this is not limited to the specified company or institution holds 20 percent or more and no more than 50 percent of the total number of issued shares of the company, and the independent directors who work concurrently for a company and its parent company or subsidiary, or a subsidiary of the same parent company according to these regulations or local laws).
(9) Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT$500,000, or a spouse. However, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Securities and Exchange Act or to the Business Mergers and Acquisitions Act or related laws or regulations.
(10) Not a spouse to or kin at the second pillar under the Civil Code to any other director.
(11) No government apparatus agency, juristic person or its representative is elected under Article 27 of the Company Law.
II. Diversity and Independence of the Board of Directors:
(I) Board Diversity: Explanation on the diversity policy, goals and its implementation. The diversity policy includes but not limited to the standard of electing directors, the professional qualification and experience of the board of directors, the composition condition or ratio of gender, age, nationality, culture and etc; and also, the explanation on the specific goals and achievement of the above-mentioned policy. Where the number of seats on the board of directors of a TWSE/TPEx listed company held by either gender is less than one-third of the total number of seats, the reasons and measures to be taken to increase gender diversity on the board should be described.
The company enacted the "Board Diversity Policy" and disclosed on the company's website. Candidate selections are based on the professional qualification and the effort of involvement, including but not limited to the gender, age, culture, educational background, race, professional experience, skills, knowledge and term in service. The average age of board members is 66.2, with professional backgrounds of manufacturing industry and academic, and with their expertise in finance, business, management, laws, etc. The nomination of independent directors in the future will follow the long-term development goals of the company, the implementation of audit committee and remuneration committee to consider the related candidates whether be able to complement and to improve the overall talent, experience, specialized knowledge of the board of directors, and to nominate those with related specialities to achieve the goals of diversified in the members of the board of directors. Article 20 of the company's Corporate Governance Best Practice Principle stated that the board of directors shall possess the following abilities: ability to make operational judgement, ability to perform accounting and financial analysis, ability to conduct management administration, ability to conduct crisis management, knowledge of the industry, an international market perspective, ability to lead and ability on the policy decision-making. Currently, there is one female director on the Board of Directors, making the ratio less than one-third of the total number of directors. This is due to the difficulty in finding suitable female directors during the screening process of director candidates. The Company is well aware that the diversity of the Board of Directors is crucial for enhancing the quality of corporate governance, strengthening the decision-making mechanism, and fulfilling corporate social responsibility. Gender diversity is also a vital part of the diversity of the Board of Directors. Therefore, the Company has actively planned to improve the diversity of the Board of Directors, one female independent director was nominated for appointment at the annual general meeting held on June 11, 2025, to gradually achieve the goal of a more balanced Board of Directors.
The current diversity policy on the members of the board of directors and its implementation as shown on the attached table 1 of the next page.
(II) Independence of the board of directors: Explanation on the number of independent directors and ratio. The explanation on the independence of the board of directors, explaining on whether with the circumstances of paragraph 3 and 4 from the article 26-3 of the Securities and Exchange Act and including descriptions of the circumstances which directors, supervisors or between directors and supervisors as spouse and with relatives within second degree kinship.
The Company's Board consists of 15 members, among which 5 are independent directors. The members of the board of directors did not violate those stated in the paragraph 3 and 4 of article 26-3 of the securities exchange act. There are 7 directors who are spouses or relatives within second degree kinship.
Among the five Independent Directors of the Company's 21st Board, three assumed office on June 7, 2024, and the remaining two assumed office on June 11, 2025. Neither the Independent Directors nor their spouses or relatives within the second degree of kinship serve as directors, supervisors, or employees of the Company or its affiliates. At the time of appointment and throughout their tenure, the Company has conducted qualification reviews of the Independent Directors and completed the relevant checklists to ensure their independence. All three current Independent Directors meet the independence criteria. There are no spousal or second-degree kinship relationships among the Independent Directors, nor between the Independent Directors and other members of the Board. Additionally, neither the Independent Directors nor their spouses or second-degree relatives (including through nominee arrangements) hold any shares in the Company. None of the Independent Directors serve as directors, supervisors, or employees of companies having specific relationships with the Company, as defined in Items 5 to 8, Paragraph 1, Article 3 of the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies." Furthermore, in the past two years, none of the Independent Directors have provided business, legal, financial, accounting, or other services to the Company or its affiliates.
— 11 —
Attached Table 1: The current diversity policy of the member of the board of directors and its implementation.
| Core Items of Diversification Name | Basic elements | Professional development | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Gender | Concurrent y the Employee of the Company | Age | Term Served as the Independent Director of the Company | Commerce and Management | Finance | Glass manufacture | Economy | International trade | ||||||
| 41 to 50 | 51 to 60 | 61 to 70 | 71 to 80 | Above 81 | Below three years | |||||||||
| Director | Lin, P F | Male | ✓ | ✓ | - | ✓ | ✓ | |||||||
| Lin, P S | Male | ✓ | ✓ | - | ✓ | ✓ | ||||||||
| Lin, P C | Male | ✓ | - | ✓ | ✓ | |||||||||
| Lim, H T | Male | ✓ | - | ✓ | ||||||||||
| Peng, C H | Male | ✓ | - | ✓ | ||||||||||
| Hsu, L L | Female | ✓ | - | ✓ | ||||||||||
| Lin, C H | Male | ✓ | ✓ | - | ✓ | ✓ | ||||||||
| Lin, C Y | Male | ✓ | ✓ | - | ✓ | ✓ | ||||||||
| Lin, C M | Male | ✓ | ✓ | - | ✓ | ✓ | ✓ | |||||||
| Lien, S W | Male | ✓ | - | ✓ | ✓ | ✓ | ||||||||
| Independent Director | Lin, S C | Male | ✓ | - | ✓ | ✓ | ✓ | |||||||
| Lin, Z Y | Male | ✓ | ✓ | ✓ | ||||||||||
| Wang, Y C | Male | ✓ | - | ✓ | ||||||||||
| Chen, H M | Female | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||
| Lin, M L | Male | ✓ | ✓ | ✓ |
The specific management goals and implementation of the board diversity policy:
Management Goals: (1) Gender diversity (at least one female director)
(2) Age diversity (board members covering a range of age groups, with at least one-third under the age of 60)
(3) Diversity of Director Backgrounds (at least one director with an academic background)
Implementation: (1) Director Hsu, L L and Independent Director Chen, H M are female members of the current Board of Directors, thereby achieving the set target.
(2) The directors' ages are evenly distributed across different age groups, with one-third of directors under 60 years old, meeting the age diversity goal.
(3) Independent Director Lin, S C is an honorary professor at Chung Yuan Christian University, Independent Director Wang, Y C is an Associate Professor and Director of the Global Business Program at Chinese Culture University, and Independent Director Chen Hai-Ming is Professor Emeritus of the Graduate Institute of Management Sciences, Tamkang University. All three members possess academic backgrounds, thereby achieving the set target.
Note 1: Professional Qualification and experience: Explanation on the professional qualification and experience of individual directors and supervisors. For example, the member of the audit committee and with the specialties of accounting and finance shall include his or her accounting or finance background and working experience, and in addition to explain whether or not with any of the circumstances stated in any of the paragraph of the Article 30 of the Company Act.
Note 2: Independent directors shall explain the circumstances of fulfill the independence, including but not limited to himself, herself, spouse, relatives within second degree kinship serve as the director, supervisor or employees of the company or its affiliated companies; shareholding of the company and ratio by himself/herself, spouse, relatives within second degree kinship (or under others' name); served as director, supervisor or employees of the company with certain relationship with the company (refer to the subparagraph 5 to 8, Paragraph 1, Article 3 of the Regulation Governing Appointment of Independent Directors and Compliance Matters for Public Companies); the amount of compensation from providing services of commerce, legal, finance, accounting and others to the company or its affiliated companies within the most recent 2 years.
Note 3: Please refer to the Best Practice Referencing Sample on the website of Corporate Governance Center, TWSE for the ways of disclosure.
(I) President, Vice Presidents, Assistant Executive Vice Presidents and general managers of the departments and branches:
April 14, 2026
| Job Title (Note 1) | Nationality | Name | Gender | On-Board Date | Shareholding | Current Shares Held by Spouse & Dependents | Shares held in another's name | Major (academic degree) experience (Note 2) | Positions with other companies | Spouse or kinship within the second pillar under the Civil Code and who is a manager | Manager acquires employees' stock option | Note | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Job Title | Name | Relationship | ||||||||||
| President & CEO | R.O.C. | Lin, P S | Male | 2009-06-10 | 14,897,934 | 0.51 | 2,410,157 | 0.08 | - | - | TGI Executive Director | Bachelor's | Chairman of Ho Ho Investment Co., Ltd./Tai Yu Investment Co., Ltd./Lim Ken Seng Kah Kih Co., Ltd/Tai Hong Golf Club | |||||
| Chairman of QFG.DHG.QRG.SCH and SCI | ||||||||||||||||||
| Vice Chairman of TGCH | ||||||||||||||||||
| Executive Director of HSB and TQPT | ||||||||||||||||||
| Director of TGUS.CFG.TGF.CDG.HNG.TJG.TTAR. | ||||||||||||||||||
| TXY.TAH.TWAR.TCD.TBF. and HZSS | None | — | None | |||||||||||||||
| Vice President | ○ | Lin, C H | ○ | 2005-02-01 | 1,206,111 | 0.04 | - | - | - | - | Chief Operating Officer, TGI China and Flai Glass | |||||||
| TGI President, China | Master's | Chief Executive Officer, TGI | ||||||||||||||||
| Independent director of WUS Printed Circuit Co., Ltd. | ||||||||||||||||||
| Chairman of TAGC.CFG.CDG.TXY.TAH.TTAR. | ||||||||||||||||||
| TWAR.TAGH. and HZSS | ||||||||||||||||||
| Director of TGCH.QFG.QRG.TGF.HNG.TJG.DHG. | ||||||||||||||||||
| TCD and TBF | ||||||||||||||||||
| Supervisor of TRAE | Vice President | Lin, C Y | Brothers | — | ○ | |||||||||||||
| Vice President | ○ | Lin, C Y | ○ | 2012-06-05 | 355,701 | 0.01 | - | - | - | - | General Manager, Fiberglass Business Division, TGI | |||||||
| VP, TGI Fiber | Master's | Chief Operating Officer, TGI | ||||||||||||||||
| Vice Chairman of TAGH | ||||||||||||||||||
| General Manager of TGF and TCD | ||||||||||||||||||
| Director of TGCH.TAGC.QFG.QRG.CFG.TGF. | ||||||||||||||||||
| CDG.HNG.TJG.DHG.TTAR.TXY.TAH.TWAR. | ||||||||||||||||||
| TCD.TBF.TYAU and HZSS | Vice President | Lin, C H | Brothers | — | ○ | |||||||||||||
| Vice President Financial Officer | U.S.A. | Lin, C M | ○ | 2012-06-05 | 464,778 | 0.02 | 977,008 | 0.03 | - | - | G. MGR, TGI Finance | |||||||
| VP, TGI Finance | Master's | Chief Financial Officer, TGI | ||||||||||||||||
| Director of TGCH.TYAU.TAGH and SCH | ||||||||||||||||||
| Supervisor of QFG.QRG.CFG.TGF.CDG.HNG.TJG. | ||||||||||||||||||
| DHG.TTAR.TXY.TAH.TWAR.TCD.TBF.HZSS | ||||||||||||||||||
| and | ||||||||||||||||||
| TAGC | None | — | ○ | |||||||||||||||
| Vice President | R.O.C. | Tsai, T M | ○ | 2017-10-26 | 20,824 | 0.00 | - | - | - | - | AGM, TGI Purchasing | Bachelor's | None | None | — | ○ | ||
| Manager, Accounting | ○ | Huang, Y H | Female | 2014-06-09 | - | - | - | - | - | - | Deputy Manager, TGI Accounting Dept. | Bachelor's | None | None | — | ○ | ||
| Manager, Corporate governance affairs | ○ | Pan, Y L | ○ | 2019-03-18 | - | - | - | - | - | - | Manager, TGI Secretary Dept. | Bachelor's | None | None | — | ○ |
Note 1: To include the information about presidents, vice presidents, assistant VPs, and general managers of departments/branches, and those job titles equivalent to presidents, vice presidents or assistant VPs.
Note 2: The relevant job title and function in the CPA office or its affiliate in said period, if any, shall be identified.
Note 3: If the President, or equivalent position (the highest manager) and the Chairman of the Board are the same person, spouses, or first-degree relatives, the reasons, rationality, necessity, and countermeasures (e.g. increasing the number of independent direc and ensuring that more than half of the directors are not concurrently employees or managers) should be disclosed.
II. Remuneration to Directors, Supervisors, Presidents and Vice Presidents
(I) Remuneration to Directors, Supervisors, Presidents and Vice Presidents:
(1) Remuneration to directors (Independent Director)
NTD thousand
December 31, 2025
| Job Title | Name | Remuneration to Directors | The sum of A, B, C and D in proportion to Earnings (%) | Relevant remuneration received by directors who are also employees | The sum of A, B, C, D, E, F and G to Earnings (%) | Whether remuneration from any reinvesters other than subsidiaries is received? |
|---|---|---|---|---|---|---|
| Remuneration (A) | Pension (B) | Directors Remuneration (C) | Professional practice (D) | Salaries, bonus and special subsidies (E) | Pension (F) | Employee Remuneration (G) |
| The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | The Company |
| Cash | Stock | Cash | Stock | |||
| Chairman | Lin, P F | - | - | 336 | 336 | - |
| Director | Lin, P S | - | - | 336 | 336 | - |
| Lin, P C | 1,200 | 1,200 | - | - | - | - |
| Lim, H T | - | - | - | - | - | - |
| Peng, C H | - | - | - | - | - | - |
| Tai Hong Investment Co., Ltd. Hsu, L L | - | - | - | - | - | - |
| Tai Hong Investment Co., Ltd. Lin, C H | - | - | 180 | 180 | - | - |
| Tai Hong Investment Co., Ltd. Lin, C Y | - | - | 171 | 171 | - | - |
| Tai Hong Investment Co., Ltd. Hsieh, C H (Note.1) | - | - | 49 | 49 | - | - |
| Ho Ho Investment Co., Ltd. Lin, C M | - | - | 161 | 161 | - | - |
| Ho Ho Investment Co., Ltd. Tsai, T M (Note.1) | - | - | 60 | 60 | - | - |
| Lien, S W | - | - | - | - | - | - |
| Independent Director | Lin, S C | 1,200 | 1,200 | - | - | - |
| Lin, Z Y | 1,200 | 1,200 | - | - | - | - |
| Wang, Y C | 1,200 | 1,200 | - | - | - | - |
| Chen, H M (Note.2) | 667 | 667 | ||||
| Lin, M L (Note.2) | 667 | 667 | - | - | - | - |
| Total | 17 persons | 6,134 | 6,134 | 1,293 | 1,293 | - |
- Apart from what is listed in the table above, the company's directors did not receive any pay for the services they provided in the previous year's financial report (e.g., providing consultations as non-staff).
Note1: Director Hsieh, C.H. and Director Tsai, T.M. retiring on June 10, 2025.
Note2: Independent Director Chen, H. M. and Lin, M. L. were elected on June 11, 2025.
(2) Remuneration to President and Vice Presidents
NTD thousand
December 31, 2025
| Job Title | Name | Salary (A) | Pension (B) | Bonus and special subsidies, et al. (C) | Employee Remuneration (D) | The sum of A, B, C and D in proportion to earnings (%) | Whether remuneration from any reinvestees other than subsidiaries is received? | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | |||||||
| Cash | Stock | Cash | Stock | The Company | All companies included in the consolidated financial statements | |||||||||
| President & CEO | Lin, P S | 4,171 | 4,171 | 108 | 108 | 2,621 | 2,621 | - | - | - | - | -1.17 | -1.17 | - |
| Vice President | Lin, C H | 2,227 | 2,227 | - | - | 1,508 | 1,508 | - | - | - | - | -0.63 | -0.63 | - |
| Vice President | Lin, C Y | 2,107 | 2,107 | - | - | 1,990 | 1,990 | - | - | - | - | -0.69 | -0.69 | - |
| Vice President | Lin, C M | 1,987 | 1,987 | - | - | 745 | 745 | - | - | - | - | -0.46 | -0.46 | - |
| Vice President | Tsai, T M | 1,634 | 1,634 | - | - | 897 | 897 | - | - | - | - | -0.43 | -0.43 | - |
| Total | 5 persons | 12,126 | 12,126 | 108 | 108 | 7,761 | 7,761 | - | - | - | - | -3.38 | -3.38 | - |
(3)The top five top executives remuneration
NTD thousand
December 31, 2025
| Job Title | Name | Salary (A) | Pension (B) | Bonus and special subsidies, et al. (C) | Employee Remuneration (D) | The sum of A, B, C and D in proportion to earnings (%) | Whether remuneration from any reinvestees other than subsidiaries is received? | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | The Company | All companies included in the consolidated financial statements | |||||||
| Cash | Stock | Cash | Stock | The Company | All companies included in the consolidated financial statements | |||||||||
| President & CEO | Lin, P S | 4,171 | 4,171 | 108 | 108 | 2,621 | 2,621 | - | - | - | - | -1.17 | -1.17 | - |
| Vice President | Lin, C Y | 2,107 | 2,107 | 0 | 0 | 1,990 | 1,990 | -0.69 | -0.69 | |||||
| Vice President | Lin, C H | 2,227 | 2,227 | - | - | 1,508 | 1,508 | - | - | - | - | -0.63 | -0.63 | - |
| Vice President | Lin, C M | 1,987 | 1,987 | - | - | 745 | 745 | - | - | - | - | -0.46 | -0.46 | - |
| Vice President | Tsai, T M | 1,634 | 1,634 | - | - | 897 | 897 | -0.43 | -0.43 | |||||
| Total | 5 persons | 12,126 | 12,126 | 108 | 108 | 7,761 | 7,761 | - | - | - | - | -3.38 | -3.38 | - |
(4) Names of general managers to whom employee bonus was allocated, and the status of allocation:
| Job Title | Name | Cash | Stock | Total | Total in proportion to earnings (%) | |
|---|---|---|---|---|---|---|
| Director | Chairman | Lin, P F | - | - | - | 0.000 |
| General Manager | President & CEO | Lin, P S | - | - | - | 0.000 |
| Vice President | Lin, C H | - | - | - | 0.000 | |
| Vice President | Lin, C Y | - | - | - | 0.000 | |
| Vice President | Lin, C M | - | - | - | 0.000 | |
| Vice President | Tsai, T M | - | - | - | 0.000 | |
| Manager, Corporate governance affairs | Pan, Y L | - | - | - | 0.000 | |
| Manager, Accounting | Huang, Y H | - | - | - | 0.000 | |
| Total | 8 persons | - | - | - | 0.000 |
(II) Specify and compare the remuneration to directors, supervisors, President and Vice Presidents of the Company in proportion to the earnings from the Company and the companies included in the consolidated financial statements in the latest 2 years, and specify the policies, standards, combinations, procedure of decision-making of remunerations and their relation to business performance and future risk.
A. Proportion to Earnings $(\%)$ :
| Name | The Company | All companies included in the consolidated financial statements | ||
|---|---|---|---|---|
| 2024 | 2025 | 2024 | 2025 | |
| Director | -2.39% | -6.39% | -2.44% | -6.43% |
| Supervisor | - | - | - | - |
| President and Vice Presidents | -1.29% | -3.38% | -1.33% | -3.38% |
B.The relationship between the remuneration and performance of the directors, independent directors and managers of the company is explained as follows.
1.Directors:
(1) Annual surplus earnings for remuneration: If there is a surplus in the annual final account, $1.5\%$ of the surplus will be allocated as the directors' compensation, and the compensation will be distributed differently according to the positions of the directors, the degree of participation in the company's operations, etc.
(2) Fixed travel expenses: Not related to directors' individual performances.
- Independent directors: Fixed remuneration. No participation in the surplus earning distribution according to individual performances.
3.Managers:
(1) Salary: Salary adjustment made according to operating performance.
(2) Quarterly remuneration on operating performance: Compensation will be paid based on the comparison between the current quarter's operating performance and the best operating performance in recent years.
(3) Annual surplus earnings remuneration on performance : If there is a surplus in the annual final account, production&sales bonuses will be given based on actual performances of managers.
III. Status of Corporate Governance
(I) Information about functions and operations of the Board of Directors
The Board of Directors has called 4 meetings (A) in the most recent year, and the directors' attendance is stated as follows:
| Job Title | Name (Note 1) | Actual number of attendance (B) | Attend through proxy | Actual attendance rate (%) (B/A) (Note 2) | Remarks |
|---|---|---|---|---|---|
| Attendance of the 21st Board of Directors (January 1 to December 31, 2025: 4 Board meetings held during the period) | |||||
| Chairman | Lin, P F | 4 | 0 | 100.00 | |
| Director | Lin, P S | 4 | 0 | 100.00 | |
| Lin, P C | 4 | 0 | 100.00 | ||
| Lim, H T | 4 | 0 | 100.00 | ||
| Peng, C H | 4 | 0 | 100.00 | ||
| Tai Hong Investment Co., Ltd. Hsu, L L | 1 | 3 | 25.00 | ||
| Tai Hong Investment Co., Ltd. Lin, C H | 4 | 0 | 100.00 | ||
| Tai Hong Investment Co., Ltd. Lin, C Y | 4 | 0 | 100.00 | ||
| Tai Hong Investment Co., Ltd. Hsieh, C H | 2 | 0 | 100.00 | Discharged on Jun 10, 2025. (Required Attendance: 2 times) | |
| Ho Ho Investment Co., Ltd. Lin, C M | 3 | 0 | 75.00 | ||
| Ho Ho Investment Co., Ltd. Tsai, T M | 2 | 0 | 100.00 | Discharged on Jun 10, 2025. (Required Attendance: 2 times) | |
| Lien, S W | 3 | 1 | 75.00 | ||
| Independent Director | Lin, S C | 4 | 0 | 100.00 | |
| Lin, Z Y | 3 | 1 | 75.00 | ||
| Wang, Y C | 4 | 0 | 100.00 | ||
| Chen, H M | 2 | 0 | 100.00 | New office assumed on Jun 11, 2025. (Required Attendance: 2 times) | |
| Lin, M L | 2 | 0 | 100.00 |
Other matters to be specified:
(A) If any of the following circumstances occur, it is necessary to specify the dates of the board meetings, sessions, contents of motion, all independent directors' opinions, and the Company's responses towards independent directors' opinions:
(1) Matters referred to in Article 14-3 of the Securities and Exchange Act.
(2) In addition to item (1), other matters involving objections or expressed reservations by independent directors that were recorded or stated in writing that require a resolution by the board of directors: None.
(B) If any director's recusal from the discussion or voting of proposal due to conflict of interest should occur, director's name, contents of motion, causes for recusal, and voting should be specified: None.
(C) TWSE/TPEx listed companies shall disclose information regarding the evaluation cycle and period, scope, methodology, and evaluation content of the Board of Directors' self (or peer) evaluation, and complete the "Board of Directors Evaluation Status." Evaluation status of the Board of Directors: both external and internal performance evaluations of the Board of Directors were conducted in 2025. Please refer to the "Board of Directors Evaluation Status" on the following page for details.
(D) Measures taken to strengthen the functioning of the Board of Directors (e.g. establishment of the Audit Committee, increasing transparency) to assist the board in carrying out its various duties: The Company's Board has approved "Self-Evaluation or Peer Evaluation of the Board of Directors" on March, 2020.
Note 1: The name and representative of the institutional shareholder of any director who is a corporation, if any, shall be disclosed. Note 2:
(1) Where a specific director may be relieved from duty before the end of the fiscal year, specify the date of discharge. His actual attendance rate (%) to Board session shall be calculated on the basis of the actual number of sessions held and the number of sessions he attended.
(2) Where a reelection may be held for filling the vacancies of directors before the end of the fiscal year, list out both the new and the discharged directors, and specify if they are the former directors, or newly elected, re-elected and the date of the reelection. Their attendance rate (%) at the Board session shall be calculated on the basis of the actual number of sessions held and the number of sessions they attended during the term of office.
—18—
Board of Directors Evaluation Report
| Evaluation cycle (Note 1) | Internal performance evaluations are conducted once a year, while external performance evaluations are carried out every three years. |
|---|---|
| Evaluation period (Note 2) | From January 1, 2025 until December 31, 2025. |
| Evaluation scope (Note 3) | Evaluation of the board, individual directors and functional committees. |
| Evaluation method (Note 4) | The board evaluation is conducted by the corporate governance manager who fills out the internal self-assessment questionnaire for the board. |
| Additionally, the Taiwan Integrity Management Society was engaged to conduct an external performance evaluation of the Board of Directors, using methods including review of the Company’s documents, completion of evaluation questionnaires by Board members, and interviews with Directors. | |
| The evaluation on the individual director is conducted by the Questionnaire of Self-Performance Evaluation of Board Members completed by each individual director. | |
| For the performance evaluation of functional committees (including the audit committee and remuneration committee), each member fills in the functional committee performance evaluation questionnaire. | |
| Evaluation content (Note 5) | The contents of the board performance evaluation include: the level of participation in company operations, the quality of board decision-making, board composition and structure, director selection and continuing education, and internal Audit controls. |
| The questionnaire for the external performance evaluation of the Board of Directors covered professional competencies, decision-making effectiveness, internal control, and sustainable development. The interview topics for Directors included decision-making and communication effectiveness, the level of attention to and supervision of internal control within the Company, risk management, whistleblowing systems and channels, the Board’s commitment to sustainable operations, as well as talent development and succession planning. | |
| Performance evaluation questionnaire for the individual director will cover the following aspects: alignment of the goals and missions of the Company, awareness of the duties of a director, participation in the operation of the Company, management of internal relationship and communication, the director's professionalism and continuing education, and internal control. | |
| Performance evaluation criteria of Functional Committee (include the audit committee and remuneration committee): participation in the operation of the company, awareness of the duties of the functional committee, improvement of quality of decisions made by the functional committee, makeup of the functional committee and election of its members, internal control and etc. |
Note 1: Fill out the frequency of the evaluation of the Board of Directors, e.g. once a year.
Note 2: Fill in the period covered by the evaluation of Board of Directors, e.g., evaluate the effectiveness of the Board of Directors from January 1, 2019 to December 31, 2019.
Note 3: The scope of evaluation includes performance of the Board of Directors as a whole, individual director, and the functional committee.
Note 4: Methods of evaluations include the self-evaluation of the Board, self-evaluation by individual directors, peer review, and evaluation by appointed external professional institutions, experts, or other appropriate methods.
Note 5: Contents of the evaluation shall at least include the following items:
(1) Performance evaluation of the Board of Directors as a whole: shall at least include participation in the operation of the Company, the quality of the Board of Directors' decision making, composition and structure of the Board of Directors, election and continuing education of the directors, and internal control and more.
(2) Performance evaluation for the individual directors: shall at least include alignment of the goals and missions of the Company, awareness of the duties of a director, participation in the operation of the Company, management of internal relationship and communication, the director's professionalism and continuing education, and internal control and more.
(3) Performance evaluation of the functional committees: participation in the operation of the Company, awareness of the duties of the functional committee, the quality of decisions made by the functional committee, composition of the functional committee and election of its members, and internal control and more.
(II) Information about Functions and Operations of Audit Committee :
The Audit Committee has called 4 meetings in the most recent year, and the directors’ attendance is stated as follows:
| Job Title | Name (Note 1) | Actual number of attendance | Attend through proxy | Actual attendance rate (%) (Note 2) | Remarks |
|---|---|---|---|---|---|
| The attendance of the fourth independent directors (from January 1, 2025, to December 31, 2025: four Audit Committee meetings held during the most recent year). | |||||
| 4th Term Independent Directors | Lin, S C | 4 | 0 | 100.00 | Term of the fourth Audit Committee: June 7, 2024 to June 6, 2027. |
| Lin, Z Y | 3 | 1 | 75.00 | ||
| Wang, Y C | 4 | 0 | 100.00 | ||
| Chen, H M | 2 | 0 | 100.00 | Elected in a by-election on June 11, 2025, with a term from June 11, 2025 to June 6, 2027; the required number of attendances is two. | |
| Lin, M L | 2 | 0 | 100.00 | ||
| Other matters to be specified: | |||||
| I. If any of the following circumstances should occur, the dates of meetings, sessions, contents of motion, resolutions of the Audit Committee and the Company’s response to the Audit Committee’s opinion should be specified: | |||||
| (I) Matters referred to in Article 14-5 of the Securities and Exchange Act. See Annual Report. | |||||
| (II) Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all directors: None. | |||||
| II. If any independent director’s recusal from the discussion or voting of proposal due to conflict of interest should occur, director’s name, contents of motion, causes for recusal, and voting should be specified: None. | |||||
| III. Communications between the independent directors, the Company’s chief internal auditor and CPAs (e.g. discussion items, methods and results of audits of corporate finance or operations, etc.) | |||||
| (I) The CPAs hired by the Company participates in the Audit Committee meeting periodically to review or audit the financial statements of the Company and its domestic and overseas subsidiaries. The CPAs also report important accounting/audit issues to the independent directors and exchange opinions on adjusting the journal entries and the effects or account presentation due to amendments to laws. Communications between the independent directors and CPAs are stated as follows: | |||||
| • 2025-03-10: Communication with the corporate governance unit and management (Accountant independence, client representation letter, audit scope, significant risks and key audit matters, internal control testing, related party transactions, and Quality Management Standard No. 1, etc.), EY Insights – Data Analysis (Accounts receivable aging analysis), IFRS updates and Audit Quality Indicators (AQI) information of Ernst & Young. | |||||
| • 2025-08-11: Matters communicated with the corporate governance unit and management, including the review of the financial statements for the third quarter of fiscal year 114 and the audit planning for the fiscal year 114 financial statements, as well as the assurance of the sustainability report. | |||||
| • 2025-11-03: Matters communicated with the corporate governance unit and management, including the review of the financial statements for the third quarter of fiscal year 114 and the audit planning for the fiscal year 114 financial statements; updates on the latest developments in sustainability disclosure standards; and IFRS updates. | |||||
| (II) Internal audits are conducted in accordance with the annual audit plan and internal audit report is provided to independent directors for review by the end of the next month after the audit. A quarterly follow-up report will be provided to the independent directors if internal control defects or improved results of defects are found. The internal audit chief attends the Audit Committee meeting to present audit report. Communications between the independent directors and the internal audit chief are stated as follows: | |||||
| • 2025-03-10: (1) 2024-10-2025-01 internal audit report | |||||
| (2) Assessment of the effectiveness of 2024 internal control system and Statement of Internal Control System. | |||||
| • 2025-05-12: 2025-02-03 internal audit report. | |||||
| • 2025-08-11: 2025-04-06 internal audit report. | |||||
| • 2025-11-03: (1) 2025-07-09 internal audit report. | |||||
| (2) Motion for 2026 audit plan. | |||||
| IV. Key matters of the year and its operation situation: | |||||
| (I) Audit Committee of the Company is composed of 5 independent directors, assisting the board of directors to supervise fair presentation of financial reports of the Company, the hiring (and dismissal), independence, and performance of certificated public accountants of the Company, effective implementation of the internal control system of the Company, compliance with relevant laws and regulations by the Company and management of the existing or potential risks of the Company. |
— 20 —
(II) 4 meetings were convened by the Audit Committee in 2025. Contents of each proposal and follow-ups are listed in the chart of “Resolutions related to Securities and Exchange Act §14-5.” Key matters are as follows:
- Evaluation of the External Auditor’s Independence.
- Motion for amendments to the "Regulations Governing the Acquisition and Disposition of Assets", "Operating Procedure for Financial Derivatives Transactions", "Operating Procedure for Making Endorsements/Guarantees", "Operating Procedure for Granting Loans to Others".
- Motion for amendments to the "Internal Control System".
- Loaning funds to subsidiaries and making endorsements or guarantees for subsidiaries.
- Audit the Financial Report.
- Motion for audit plan.
- Review the Business Report.
Note 1: Where a specific independent director may be relieved from duty before the end of the fiscal year, specify the date of discharge. His actual attendance rate (%) to Board session shall be calculated on the basis of the actual number of sessions held and the number of sessions he attended.
Note 2: Where a reelection may be held for filling the vacancies of independent directors before the end of the fiscal year, list out both the new and the discharged independent directors, and specify if they are the former independent directors, or newly elected, re-elected and the date of the reelection. Their attendance rate (%) at the Audit Committee session shall be calculated on the basis of the actual number of sessions held and the number of sessions they attended during the term of office.
—21—
Matters referred to in Article 14-5 of the Securities and Exchange Act.
| Meeting | Date | Items | All independent directors' opinions and the Company's handling of the independent directors' opinions | ||
|---|---|---|---|---|---|
| The 3^{rd} meeting of the 4^{th} Audit Committee | 2025-03-10 | Approval | 1 | Motion for 2024 Business Report. | Approved by Independent Directors |
| 2 | Motion for parent company only financial statement & consolidated financial statements 2024. | ||||
| 3 | Motion for 2024 earning distribution. | ||||
| 4 | 2024 TG evaluation of the External Auditor's Independence and Suitability. | ||||
| 5 | 2025 TG commissioned Ernst & Young Accounting Firm for audit and public funds certification. | ||||
| 6 | TGs plan to convert US$2,890 million in accounts receivable from its investment in TG Qingdao Glass Co., Ltd. (QFG, reinvested by TGCH) into a loan. | ||||
| 7 | Motion for the assessment of effective internal control system and "Statement of Declaration of Internal Control System" 2024. | ||||
| 8 | TAGC applied for the credit of NTS150,000 thousand with KGI Bank, and asked TG to be the guarantor. | ||||
| 9 | TGCH and HNG applied for the loan of US$29,500 thousand with Taiwan Cooperative Bank, and asked TG to be the guarantor. | ||||
| 10 | TGF applied for the credit of RMB55,000 thousand with the First Bank, and asked TG to be the guarantor. | ||||
| 11 | TGF applied for the credit of RMB30,000 thousand with the Bank SinoPac (China) Co., Ltd., Chengdu Branch, and asked TG to be the guarantor. | ||||
| The 4^{th} meeting of the 4^{th} Audit Committee | 2025-05-12 | Approval | 1 | Motion for parent company consolidated financial statements (Q1)2025. | Approved by Independent Directors |
| 2 | TAG applied for import and export quota of US$1,000 thousand with the Mega International Commercial Bank, and asked TG to be the guarantor. | ||||
| The 5^{th} meeting of the 4^{th} Audit Committee | 2025-08-11 | Approval | 1 | Consolidated financial statements for the first half of 2025. | Approved by Independent Directors |
| 2 | Amendment to the 'Internal Control System' Proposal. | ||||
| 3 | TGCH applied for the credit of US$33,000 thousand with KGI Bank, and asked TG to be the guarantor. | ||||
| 4 | TGCH applied for the credit of US$10,000 thousand with Taishin International Bank, and asked TG to be the guarantor. | ||||
| 5 | TAGC applied for the credit of NTS$250,000 thousand with the Chang-Hwa Bank,First Bank,Taipei Fubon Bank, and asked TG to be the guarantor. | ||||
| 6 | TCD applied for the loan of RMB60,000 thousand with First Bank, and asked TG to be the guarantor. | ||||
| The 6^{th} meeting of the 4^{th} Audit Committee | 2025-11-03 | Approval | 1 | Motion for audit plan 2026. | Approved by Independent Directors |
| 2 | Amendment to the 'Internal Control System' Proposal. | ||||
| 3 | Consolidated financial statements for the first three quarters of 2025. | ||||
| 4 | Ernst & Young Certified Public Accountants and its affiliated companies' prior consent for non-assurance | ||||
| 5 | TG Changpin Factory-TD fiberglass yarn new construction project. | ||||
| 6 | TAGC applied for the credit of NTS150,000 thousand with KGI Bank, and asked TG to be the guarantor. | ||||
| 7 | TBF and TYAU applied for the loan of RMB54,000 thousand with First Bank, and asked TG to be the guarantor. | ||||
| The 7^{th} meeting of the 4^{th} Audit Committee | 2026-03-09 | Approval | 1 | Motion for 2025 Business Report. | Approved by Independent Directors |
| 2 | Motion for parent company only financial statement & consolidated financial statements 2025. | ||||
| 3 | Motion for 2025 earning distribution. | ||||
| 4 | 2025 TG evaluation of the External Auditor's Independence and Suitability. | ||||
| 5 | 2026 TG commissioned Ernst & Young Accounting Firm for audit and public funds certification. | ||||
| 6 | Motion for the assessment of effective internal control system and "Statement of Declaration of Internal Control System" 2025. | ||||
| 7 | Amendment to the 'Internal Control System' Proposal. | ||||
| 8 | Reconstruction plans of TG Taoyuan and Lukang Factory. | ||||
| 9 | TCD applied for the credit of RMB15,000 thousand with the First Bank, and asked TG to be the guarantor. | ||||
| 10 | TG Qingdao Glass Co., Ltd. (QFG) to apply for a syndicated loan of RMB 200,000 thousand, with TG acting as the guarantor. | ||||
| 11 | HNG applied for the credit of RMB30,000 thousand with the Cathay United Bank, and asked TG to be the guarantor. |
—22—
(III) Corporate Governance Implementation Status and Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies”
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 1. Does the company establish and disclose the Corporate Governance Best-Practice Principles based on “Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies”? | V | The Company established “Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and disclosed on the Company’s website. | No discrepancy. | |
| 2. Shareholding Structure & Shareholders’ Rights | ||||
| (1) Does the company establish an internal operating procedure to deal with shareholders’ suggestions, doubts, disputes and litigations, and implement based on the procedure? | ||||
| (2) Does the company possess the list of its major shareholders as well as the ultimate owners of those shares? | ||||
| (3) Does the company establish and execute the risk management and firewall system within its conglomerate structure? | ||||
| (4) Does the company establish internal rules against insiders trading with undisclosed information? | V | (1) The suggestions from shareholders, or doubts or disputes will be handled and settled by the spokesperson and deputy spokesperson. | ||
| (2) Keep touch with the internal staff. | ||||
| (3) Handled by dedicated personnel ex officio. | ||||
| (4) The Company has established its “Insider Trading Policy”. | No discrepancy. | |||
| 3. Composition and Responsibilities of the Board of Directors | ||||
| (1) Does the Board develop and implement a diversified policy for the composition of its members? | V | (1) The Company has established the “Board Directors Diversity Policy” and disclosed on the Company’s website. Selection of candidates is based on the diversity standard, including but not limited to gender, age, cultural and educational background, ethnicity, professional experience, skills, knowledge, and service tenure. The average age of all board directors is 66.2 years old, with professional background in manufacturing and academia, and expertise in finance, business, | (1) No discrepancy. |
– 23 –
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| management, and law. Independent directors shall be nominated in line with the Company's long-term development goals, as well as the operation of the Audit Committee and the Remuneration Committee in the future. The Company will consider whether or not the candidates are complementary to other directors, and may enhance the overall talent, experience and expertise of the Board, and nominate those with relevant expertise to achieve the goal of diversifying the members of the Board. |
- The Company's Board of Directors consists of 15 directors, including 5 independent directors. Female directors account for 2 seats and independent directors represent around 33% of the Board seats.
The age groups of the board directors are as follows:
Under 40 years: 0 director / 41~50 years old: 3 directors / 51~60 years old: 3 directors / 61~70 years old: 0 directors / 71~80 years old: 6 directors / over 81 years old: 3 director.
- General directors: Directors with the education background of the Department of Journalism of Shih Hsin University, EMBA of PCCU, PCC University of the United States, Department of Business Administration of Hong Kong Baptist University, Master of Management Science of Stanford Graduate School of Business, Physical Education of PCCU, University of Bridgeport Graduate School of Business, Department of Mechanical Engineering of Cheng Kung University, Institute of Mechanical and Industrial Engineering of Cornell University, Institute of Mechanical and Industrial Engineering of Stanford Graduate School, and the Master of Mechanical and Economic Engineering of Stanford Graduate School. | |
—24—
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 3. Independent directors: Doctor of Economics, University of Arizona, Master of Management Science, Baker University, Doctor of Business Education, University of Missouri–Columbia, Ph.D. in Management Science, Institute of Management Science, National Chiao Tung University, Master of Landscape Architecture and Regional Planning, University of Pennsylvania. |
- All board directors have professional backgrounds, professional skills, and industry experience in commerce, legal, financial, accounting, or corporate business.
• Specialized in business and administration : Lin, P F , Lin, P S , Lin, P C , Peng, C H , Hsu, L L , Lin, H T , Lin, C H , Lin, C Y , Lin, C M , Lien, S W , Lin, S C , Lin, Z Y , Wang, Y C, Chen, H M , Lin, M L.
• Specialized in finance : Lin, C M , Lien, S W.
• Specialized in the industry : Lin, P F , Lin, P S , Lin, P C , Lin, C H , Lin, C Y , Lin, C M.
• Specialized in economics : Lin, S C , Lien, S W. Chen, H M. - The specific management objectives and achievement of the Company's diversity policy are as follows:
• Management objectives : (I) Gender diversity (At least one female director.) (II) Age diversity (Directors' ages should span across various age groups, with at least one-third under the age of 60.) (III) Professional background diversity (At least one director with an academic background.)
• Achievement : (I) Director Hsu, L L and independent director Chen, H M, serves as the female director on the current Board, fulfilling the gender diversity objective. (II) The directors' ages are evenly distributed across different age groups, with one-third | |
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (2) Does the company voluntarily establish other functional committees in addition to the Remuneration Committee and the Audit Committee? | V | under the age of 60, achieving the age diversity objective. (III) Independent Director Lin, S C is an Honorary Professor at Chung Yuan Christian University, Independent Director Wang, Y C is an Associate Professor, Director, and Head of the Global Business Program at Chinese Culture University, and Independent Director Chen, H M is an Emeritus Professor at the Institute of Management Science, Tamkang University. All three independent directors have academic backgrounds, and the objective has been achieved. |
(2) The Company set up the ESG Committee and Nomination Committee.
1. There are 11 members of the ESG Committee, including the chairman and president acting as conveners, one independent director acting as the advisory member, five executive members, two conveners of the committee and one executive secretaries. The ESG Committee holds a meeting every six months subject to flexible adjustments if necessary. Two meetings were held in 2025. The ESG Working Group prepares ESG reports based on the communications with stakeholders. With respect to investigation on the issues of interest to stakeholders, members of each group will assess the Company's current status and countermeasures to disclose the economic, environmental and social issues arising from the operational activities. After confirmed by the third-party notary office, the final version of a report shall be submitted to the chairman of the Board for review according to administrative procedures before the issuance of the report.
2. The Nomination Committee consists of 6 members, with the chairman acting as the convener, 3 independent directors and 2 directors acting as members. It assists the Board of Directors in the search, review, and nomination of candidates for directors, | (2) No discrepancy. |
—26—
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (3) Does the company establish a standard to measure the performance of the Board, and implement it annually? | V | construction of the Board of Directors, and development of the organizational structure of the Board to ensure that the Board of Directors is properly composed. |
(3) The board of directors has approved “Self-Evaluation or Peer Evaluation of the Board of Directors” on March 16, 2020. Starting in 2020, the internal performance evaluations will be conducted once a year, while external performance evaluations will be carried out every three years, and regularly, and the results of the evaluation will be reported to the board of directors for the reference of individual directors' remuneration as well as nomination for term renewal. Evaluation results of the 2025 Board of Directors have been reported on the Board meeting on March 09, 2026. | (3) No discrepancy. |
| (4) Does the company regularly evaluate the independence of CPAs? | V | | (4) The Audit Committee of the Company conducts an annual assessment of the independence and competence of the signing auditor based on the following criteria, and reports the results of such assessment to the Board of Directors. The assessment results for the most recent two fiscal years were completed on March 10, 2025 and March 9, 2026, respectively. The assessment items are set out below:
1. Statement of Accountant Independency.
2. All audit and non-audit services provided by the signing accountants are subject to prior review by the Audit Committee to ensure that non-audit services do not impair the outcome of the audit.
3. The same signing auditor shall not provide audit services for more than seven consecutive years.
4. The Company conducts an annual evaluation of the independence and competence of the signing auditor with reference to Audit Quality Indicators (AQIs). The assessment covers, among others, | (4) No discrepancy. |
–27–
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| the size and reputation of the audit firm, the qualifications and experience of the signing auditor, audit service quality, the proportion of non-audit service fees, communication and interaction with management and the Audit Committee, independence of relationships with the Company’s independent directors and senior management, employment of former audit personnel within the past two years in key positions of the Company, and any material audit deficiencies or litigation cases. The results of the evaluation are consolidated to determine the overall independence and competence of the signing auditor. | ||||
| 4. Does the company set up a corporate governance unit or appoint personnel responsible for corporate governance matters (including but not limited to providing information for directors and supervisors to perform their functions, handling work related to meetings of the board of directors and the shareholders' meetings, filing company registration and changes to company registration, and producing minutes of board meetings and shareholders’ meetings)? | V | The Company appointed Pan Ya-Lun, the manager of the secretary department, to act as governance officer on March 18^{th}, 2019, responsible for corporate governance matters. The scope of authorization and annual key tasks are as follows: | ||
| 1. Assist independent directors and general directors in performing their duties, and provide the required information. | ||||
| 2. Arrange for directors to pursue further studies. | ||||
| 3. Draw up the agendas for meetings of the Board of Directors, give a notice to directors 7 days in advance, convene the meetings and provide meeting materials, and complete the minutes of the Board meetings within 20 days after the meetings are held. | ||||
| 4. Deal with the matters relating to the shareholders' meetings in accordance with the law, declare excerpts from significant resolutions within two days after the shareholders' meetings, and complete the minutes of the shareholders' meetings within 20 days after the meetings are held. | ||||
| 5. Assist directors in complying with the law. | No discrepancy. | |||
| 5. Does the company establish a communication channel and build a designated section on its website for stakeholders (including but not limited | V | The Company through a survey it collected issues of concern from these stakeholders and started communication on economic, environmental and social issues. On the official website there is an email address dedicated to | No discrepancy. |
—28—
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| to shareholders, employees, customers, and suppliers), as well as handle all the issues they care for in terms of corporate social responsibilities? | external communication: [email protected]. TGI has dedicated personnel to handle all the emails sent to this address and forwards them to the responsible departments. |
(1) The Company has 8 types of stakeholders: shareholders / investors / financial institutions, employees, corporate clients, dealers, suppliers, contractors, subcontractors, government / authorities.
(2) The Company were total 16 major issues of stakeholders : economic performance, labor relations, emissions, effluents and waste, energy, codes compliance of environment, codes compliance of society, product and service labeling, raw material, customer health and safety, codes compliance of product, products and services, water, occupational health and safety, employment relations, marketing communications.
(3) The spokesperson shall take the initiative to communicate. TGI has the following communication platforms with stakeholders: external communication, internal information system, TGI website, major announcements, general shareholder meeting, institutional investors’ conference, complaint phone number, labor management meetings, questionnaire, product exhibitions, supplier audit, sub-contractor evaluation. Additional communication with stakeholders: The Company has set up ESG Task Force. By surveying the concerns of the stakeholders, the working group evaluated the current execution and counterstrategies, which allowed them to disclose the economic, environmental and social issues arising from TGI’s business activities. In addition, the Company website has a ESG section that includes interested party’s participation, disclosure of corporate governance information, and social care and participation to facilitate access for interested parties and the general public. It also indicates the contact | |
—29—
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| window in the hope of strengthening interaction with interested parties and responds appropriately to the issues of concern and continues to improve. The Company publishes a ESG report annually as an important task for further disclosing ESG information. | ||||
| 6. Does the company appoint a professional shareholder service agency to deal with shareholder affairs? | V | The Company’s Stock Department is dedicated to handle shareholder affairs. | No discrepancy. | |
| 7. Information Disclosure | ||||
| (1) Does the company have a corporate website to disclose both financial standings and the status of corporate governance? | ||||
| (2) Does the company have other information disclosure channels (e.g. building an English website, appointing designated people to handle information collection and disclosure, creating a spokesman system, webcasting investor conferences)? | ||||
| (3) Does the Company announce and report the annual financial statements within two months after the end of the fiscal year, and announce and report the first, second, and third quarter financial statements as well as the operating status of each month before the prescribed deadline? | V | V | (1) The Company’s website www.taiwanglass.com is available both in Chinese and English,disclosing relevant information about finance and business. | |
| (2) Appointing dedicated personnel to collect the Company’s information: Already appoint the personnel who have comprehensive knowledge about the Company’s finance and business, or are able to coordinate various departments to provide relevant information, and may make statement externally on behalf of the Company independently to assume the Company’s spokesperson and deputy spokesperson. | ||||
| (3) In deliberation. | (1)No discrepancy. | |||
| (2) No discrepancy. | ||||
| (3) In deliberation. | ||||
| 8. Is there any other important information to facilitate a better understanding of the company’s corporate governance practices (e.g., including but not limited to employee rights, employee wellness, investor | V | (1) The Company has prepared ESG Report and disclosed on the Company’s website. | ||
| (2) The Company has purchased directors liability insurance in May 2025. | No discrepancy. |
—30—
| Evaluation Item | Implementation Status(Note) | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| relations, supplier relations, rights of stakeholders, directors’ and supervisors’ training records, the implementation of risk management policies and risk evaluation measures, the implementation of customer relations policies, and purchasing insurance for directors and supervisors)? | ||||
| 9. Please explain the improvements which have been made in accordance with the results of the Corporate Governance Evaluation System released by the Corporate Governance Center, Taiwan Stock Exchange, and provide the priority enhancement measures. | ||||
| The result of the 11th Corporate Governance Evaluation has been reported to the Board on May 12, 2025, and make efforts to improve the unscored item. |
Note: Regardless of whether the evaluation item is achieved or not, the company shall state an appropriate explanation
(IV) Composition, Responsibilities and Operations of the Remuneration Committee
(1) Professional Qualifications and Independence Analysis of Remuneration Committee Members
| Title (Note1) | Name | Professional Qualification and Experience(Note2) | Independence Criteria (Note3) | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Remuneration Committee Member | Remarks |
|---|---|---|---|---|---|
| Independent Director | Lin, S. C. | Experience:Visiting Professor of Dept. of International, Business, CYCU, Chairman of CPC. Professional Qualification: Doctoral studies in Economics at the University of Arizona. Advisor to the Chinese National Association of Industry and Commerce and Remuneration Committee Member at Formosa Taffeta Co., Ltd. and Century Iron and Steel Industrial Co., Ltd.. Experienced in government affairs and international business and trade. | • None of himself/herself, spouse, relatives within second degree kinship served as the directors, supervisors or employees of the company or its affiliated companies. | ||
| • None of himself/herself, spouse, second degree kinship held the company’s share or held by the person by other’s name. | |||||
| • None of them are directors, supervisors or employees of the companies with certain relationship with the company. | |||||
| • None of them provided commercial, legal, financial, accounting or other services to the company or any affiliate of the company and acquired remuneration from it for the most recent 2 years. | 2 | Convenor of the 6^{th} Remuneration | |||
| Independent Director | Wang, Y. C. | Experience:Associate Professor of Dept. of Business Administration, Chung Hua Univ, Policy Consultant of Policy Consultant of Hsinchu City Gov, Supervisor of Trade-Van Co.,Ltd. and Lih-Wei Wind Solar Energy Co., Ltd. Professional Qualification: Ph.D. in Business Education from the University of Missouri-Columbia. Associate Professor, Department of Business Administration, Chung Hua University. Remuneration Committee Member at Luo Li-Fen Holding Co., Ltd.. Extensive expertise in business administration and commerce. | 1 | Member of the 6^{th} Remuneration | |
| Other | Chen, C. C. | Experience:President of TG Glassware & Container Business. Professional Qualification: Related management experience in glass industry. | None | Member of the 6^{th} Remuneration Committee. Renewal of office on Jun 7, 2024. |
Responsibilities and Operations of the Remuneration Committee:
(1) Review the Committee Charter, and put forward suggestions on amendments thereto on a regular basis.
(2) Develop and review the policies, systems, standards and structures of annual and long-term performance goals of and salary remuneration for directors and managers on a regular basis.
(3) Regularly evaluate the achievement of the performance objectives by directors and managers, and determine the details and amount of salary and compensation for individual director or manager.
Note1: Please explain the relevant years of service, professional qualification, experience, independence of each members of the salary and remuneration committee in the table, if served as independent director, please remark and explain refer to page 8 table for relevant content of information on the directors and supervisors. Please filled in as independent director or others in the status (Please indicated if served as the convener).
Note2: Professional Qualification and Experience: Explanation on the professional qualification and experience of the individual members of salary and remuneration committee.
Note3: The circumstances of fulfill the independence: explanation on the circumstances of members of salary and remuneration committee fulfill the independence, including but not limited to himself, herself, spouse, relatives within second degree kinship serve as the director, supervisor or employees of the company or its affiliated companies; shareholding of the company and ratio by himself/herself, spouse, relatives within second degree kinship (or under others' name); served as director, supervisor or employees of the company with certain relationship with the company (refer to the subparagraph 5 to 8, Paragraph 1, Article 6 of the Regulations Governing the Appointment and Exercise of Powers by the Salary and Remuneration Committee of a Company whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange); the amount of compensation from providing services of commerce, legal, finance, accounting and others to the company or its affiliated companies within the most recent 2 years.
Note4: Please refer to the Best Practice Referencing Sample on the website of Corporate Governance Center, TWSE for the ways of disclosure.
- 33 -
(2) Attendance of Members at Remuneration Committee Meetings
- There are 3 members in the Remuneration Committee.
- 6th Committee members’ term: from Jun 7, 2024 to Jun 6, 2027.
The Remuneration Committee has called 2 meetings (A) in the most recent year, and the Committee members’ attendance is stated as follows:
| Title | Name | Actual number of attendance (B) | Attend through proxy | Actual attendance rate (%) (B/A) | Remarks | |
|---|---|---|---|---|---|---|
| The 5th and 6th Remuneration Committee | Convenor | Lin, S. C. | 2 | 0 | 100.00 | Term of the 6th Committee: June 7, 2024 to June 6, 2027. |
| Member | Wang, Y. C. | 2 | 0 | 100.00 | ||
| Member | Chen, C. C. | 2 | 0 | 100.00 |
Annotation :
- The Remuneration Committee has discussed content of the motion and Resolutions:
| Session | Date of the meeting | Content of the motion | Resolutions |
|---|---|---|---|
| The 2nd meeting of the 6th Remuneration Committee | 2025-03-10 | Motion for allocation of remuneration to directors and managers 2024. | Approved by all members |
| The 3rd meeting of the 6th Remuneration Committee | 2025-08-11 | Periodic review “Motion for remuneration to directors and managers.” |
- If the board of directors declines to adopt or modifies a recommendation of the remuneration committee, it should specify the date of the meeting, session, content of the motion, resolution by the board of directors, and the Company’s response to the remuneration committee’s opinion (e.g., the remuneration passed by the Board of Directors exceeds the recommendation of the remuneration committee, the circumstances and cause for the difference shall be specified): None.
- Resolutions of the remuneration committee objected to by members or expressed reservations and recorded or declared in writing, the date of the meeting, session, content of the motion, all members’ opinions and the response to members’ opinion should be specified: None.
Note :
(1) If a member of the remuneration committee resigns before the end of the year, the resignation date should be noted in the remarks column. The actual attendance rate (%) shall be calculated based on the number of remuneration committee meetings held and the member’s actual attendance during their tenure.
(2) If there is a re-election of the remuneration committee before the end of the year, both the new and old members of the committee should be listed. The remarks column should indicate whether the member is an outgoing, incoming, or re-elected member, as well as the date of the re-election. The actual attendance rate (%) shall be calculated based on the number of remuneration committee meetings held and the member’s actual attendance during their tenure.
(3) The information on the members of nomination committee and its implementation
- The qualification criteria of appointing the member of the nomination committee of the company and its duties:
The company established the nomination committee to complete the system of nominating directors of the company. The committee authorised from the board of directors to assisting the board of directors on the identification, check, nomination, composition and development in the organisation of the board of directors to ensure the well-composed of the board of directors. The committee is composed by at least three directors appointed from the board of directors and shall include the involvement of independent directors.
Duties of the members of the committee:
(1) Looking for suitable director candidates, proposed the director candidates list to the board of directors, and a prior check on the director candidates' qualification conditions, educational background, working experience and any of the circumstances stated under each paragraph of article 30 of the Company Act. Propose the suggestion lists of director candidates along with the check result to the board of directors for approval and providing as the reference to elected in the shareholders' meeting.
(2) To enacted and establish the criteria of each committee belongs to the board of directors and suggests its charter and provided suggestions of amendment to the board of directors when necessary.
(3) Review on the qualification of the candidates for the member of each committee, the potential conflicts of interest, and recommend the candidate of new members and convener for each committee to the board of directors.
- The professional qualification and experience of the member of the nomination committee and its implementation:
(1) There are 6 members of the nomination committee of the company.
(2) The service term of the 3rd committee: June 7, 2024 to June 6, 2027. The nomination committee has called 1 meeting (A) in the most recent year, within the most recent year, the qualification and experience of the members, attendance and discussion matters as follows:
| Title | Name | Professional Qualification and Experience | Actual number of attendance (B) | Attend through proxy | Actual attendance rate (%) (B/A) | Remarks |
|---|---|---|---|---|---|---|
| Convenor | Lin, P. F. | Experience: TGI General Manager | ||||
| Professional Qualification: Chairman of TGI.TGF.TCD.TBF and TGCH, extensive Experienced in Management | 1 | 0 | 100.00 | None | ||
| Member | Lin, P. S. | Experience: TGI Executive Director | ||||
| Professional Qualification: TGI President & CEO, Chairman of QFG.DHG.QRG.SCH and SCJ, extensive Experienced in Management | 1 | 0 | 100.00 | |||
| Member | Lin, P. C. | Experience: TGI Executive Director | ||||
| Professional Qualification: TGI Standing Director, Chairman of TJG.TGUS and HNG, extensive Experienced in Management | 1 | 0 | 100.00 | |||
| Member | Lin, S. C. | Experience: Visiting Professor of Dept. of International, Business, CYCU, Chairman of CPC. | ||||
| Professional Qualification: University of Arizona, Consultant of CNAIC, extensive experience in politics and with the knowledge of international management and tradings | 1 | 0 | 100.00 | |||
| Member | Lin, Z. Y. | Experience: Chairman of the Taiwan Apparel Manufacturers' Association, Chairman of the Taiwan Smart Textile Association, Vice Chairman of the Taiwan Textile Federation. | ||||
| Professional Qualification: Baker University, Chairman of Tex-Ray Industrial Co., Ltd., experience in textile related industry, international trading and cross-border business management | 1 | 0 | 100.00 | |||
| Member | Wang, Y. C. | Experience: Associate Professor of Dept. of Business Administration, Chung Hua Univ, Policy Consultant of Policy Consultant of Hsinchu City Gov, Supervisor of the Trade-Van Co., Ltd. and Lin Wei Wind Solar Energy Co., Ltd. | ||||
| Professional Qualification: University of Missouri Columbia, Associate Professor of Dept. of Business Administration, Chung Hua Univ, extensive knowledge in business management and commerce. | 1 | 0 | 100.00 |
Other matters required to be recorded:
(Explanation on the date, meeting, content of issue, opinions of the member of the nomination committee or objections, result of resolution made by the nomination committee and the company's handling towards the opinion of the nomination committee of the major issues in the meetings of nomination committee.)
| Meeting date | Period | Items | Result | The company's handling towards the opinion of the nomination committee |
|---|---|---|---|---|
| 2025-3-10 | The 3rd meeting of the 3rd committee | Nomination of Candidates for the 21st Independent Directors | The proposed list was reviewed item by item; members with conflicts of interest recused themselves in turn. After the remaining members conducted their review, the proposal was approved as submitted. | To be carried out in accordance with the resolution. |
(V) Circumstances of implementation on the promoting sustainable development, and the differences and reasons with the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies
| Projects of promoting | Implementation Status (Note1) | Deviations from “the Sustainable Development Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 1. Has the company establish the managerial structure to promoting sustainable development, with the establishment of solely responsibility unit to promoting sustainable development, authorized senior management to handle by the board of directors and the supervision condition of the board of directors? (The implementation shall be filled out for TWSE/TPEx companies, and not as the matter of compliance of explanation.) | ✓ | The company established the Sustainable Development Committee (ESG Committee) to promote and manage corporate social responsibility and sustainable development under the supervision of the board of directors. | ||
| The ESG Committee is led by the chairman and president as conveners, with one independent director serving as advisory member, along with several executive members. The company has established an Environmental Protection and Energy Conservation Task Force, an Employee and Social Care Task Force, and a Corporate Governance Task Force, with members representing various departments across the company and its factories. ESG Committee convenes meeting once every six months, and there are 2 meetings convened in year 2025. The senior executives report relevant progress to the board of directors. Meeting agenda includes the preparation of ESG report, certification progress of Green Factory, performance on the sustainable development of each factory, certification progress of green building and others. | ||||
| The company’s board of directors invigilating the implementation of corporate social responsibility of the company, regularly review on the implementation and results by regular convening of the ESG committee’s meeting. The board of directors perform the sustainable development mainly by the following actions: | ||||
| (1) Proposing the mission and vision of sustainable development, enacting the policies, systems or relevant managerial guidelines of sustainable development. | ||||
| (2) Including the sustainable development to the company’s operating activities and development and approved the actual promoting plans for sustainable development. | No discrepancy. |
– 36 –
| Projects of promoting | Implementation Status (Note1) | Deviations from “the Sustainable Development Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (3)To ensure the immediacy and accuracy on the disclosure of relevant information of sustainable development. | ||||
| Implementation of ethical management, enhance the sustainable environment, develop friendly workplace, caring for society and charity as the four main principal of the company. | ||||
| 2. Does the company stipulate relevant risk management policies or strategies in accordance with the material principles to conduct risk assessment regarding its environmental, social and corporate governance subjects? (Note 3) | ||||
| (The implementation shall be filled out for TWSE/TPEx companies, and not as the matter of compliance of explanation.) | ✓ | The disclosure covers the sustainable development performance of Taiwan Glass from January to December 2025, and the risk assessment boundary is based on the Company’s Taiwan operations. To avoid additional losses, the Company will strive to minimize operational risks by establishing robust risk management policies based on various potential risks. | ||
| In accordance with the GRI Standards and the AA1000 SES , TG has identified its key stakeholders and material sustainability issues through questionnaire surveys and stakeholder engagement. Feedback from both internal and external parties ensures that the Company’s sustainability disclosures align with its operations and stakeholder expectations. Based on these results, TG implements appropriate risk management measures. Environmental, quality, and safety risks are regularly assessed under established management systems, supported by fire drills, training programs, and emergency response exercises. Through these efforts, the Company aims to achieve sustainable operations through effective risk management. For more information, please refer to the Sustainability Report. | No discrepancy. | |||
| 3. Environmental issues | ||||
| (1) Does the company establish proper environmental management systems based on the characteristics of their industries? | ✓ | TG operates in compliance with applicable environmental regulations and regards adherence to government laws and regulations as a fundamental principle of its business operations. For the purpose of response to all kind of possible environment and safety emergency events happening in the factories, the industrial safety section enacted the emergency response plans and | No discrepancy. |
– 37 –
| Projects of promoting | Implementation Status (Note1) | Deviations from “the Sustainable Development Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| investigations on the environmental events, factory section planning on the educational training and matters of co-organizing, and with the implementation from the cooperate of other units. Each factory plant prepared the emergency response plans for the accidents of fire accident, waste water treatment facilities accident, air pollution accident, excess amount in oil or chemical leakage, explosions and others, and revised by the industry safety section depending on the actual condition of the factory plant. |
The company approved by the relevant international certification standards and its scope of coverage:
(1) Quality system: Every factory plant approved by the certification of ISO9001 Quality Management System.
The Taoyuan Factory is certified to the IATF 16949 Automotive Quality Management System and has obtained certifications for laminated glass and IGCC insulating glass units.
Fiberglass: Norwegian DNV, German GL Certification.
(2) Food Safety System: Hsinchu Factory continuously certified by the FSSC Food Safety System Certification, Taoyuan Factory obtained the certification from the Lloyd’s Register Ship Safety Construction Certification and TZW Food Container Manufacturing Safety.
(3) Environmental, Health and Safety System: All the factory plants were obtained the certification of ISO14001 Environmental Management Systems. All the factory plants were obtained the certification of Principles and requirements at the organization level for the quantification and reporting of greenhouse gases emissions. The Hsinchu Factory certified with ISO45001 Occupational Health and Safety Management Systems.
(4) Energy Management Systems: Flat glass factory in Taoyuan, Hsinchu, and Lukang were certified by the ISO5001 Energy Management Systems and with continuous improvement every year. | |
-38-
| Projects of promoting | Implementation Status (Note1) | Deviations from “the Sustainable Development Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (2) Is the company committed to improve on the energy efficiency and to using the recycled materials which caused less impacts to the environment? | ☑ | The company actively promoting various energy saving measures, choosing of high energy efficiency and energy saving designed equipment to reduce the energy consuming of the company and the products to expand the usage of renewable energy to result in optimizing the energy efficiency. | ||
| TG continues to promote the sustainability of product design and manufacturing processes. We reduce the amount of waste generated by optimizing product design. For example, we use fewer materials and biodegradable materials. At the same time, the circular economy model encourages the use of greener and renewable energy sources to support the glass production process, further reducing carbon emissions and environmental impact. | No discrepancy. | |||
| (3) Does the company assess the potential risks and opportunities of climate change for now and in the future, and take measures to response to the climate-related issues? | ☑ | The assessment of climate change-related risks and opportunities and the corresponding response measures of Taiwan Glass are presented in Appendix II-2-3 of this Annual Report. | No discrepancy. | |
| (4) Does the company count greenhouse gas emissions, water consumption and total weight of waste in the past two years, and formulate policies for greenhouse gas reduction, water use reduction or other waste management? | ☑ | The Company’s GHG inventory results, assurance, and reduction policies are set out in the annual report II-2-3 Climate-related information. | ||
| For detailed information on water and waste management, please refer to the Company’s Sustainability Report. | ||||
| 1. Water and waste management policies: | ||||
| (I) Actively promote water conservation projects in the plant and implement water shortage drills. | ||||
| (II) Increase production yield and reduce waste volume and recycle and reuse waste. | ||||
| (III) Actively promote paper reduction and wastewater sales to reduce waste. | ||||
| 2. Certification Condition: Part of the factories implementing ISO 50001 Energy Management System. | No discrepancy. |
– 39 –
| Projects of promoting | Implementation Status (Note1) | Deviations from “the Sustainable Development Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 4. Social issues | ||||
| (1) Does the company formulate appropriate management policies and procedures according to relevant regulations and the International Bill of Human Rights? | ☑ | The Company complies with the principles disclosed in the “International Labour Organization of the United Nations,” “The United Nations Global Compact,” “The United Nations Guiding Principles on Business and Human Rights,” and “The United Nations Universal Declaration of Human Rights.” We respect the basic human rights recognized internationally, including prohibition of child labor, care for disadvantaged groups, freedom of association, elimination of all forms of forced labor, and elimination of employment discrimination. The Company handles matters in accordance with the Labor Standards Act and related labor laws and regulations, and also assigns relevant personnel to regularly participate in the industrial union meetings to respond to relevant suggestions. |
For the human rights management policy and specific plans, please refer to the Company’s ESG Report. | No discrepancy. |
| (2) Does the company provide for employee benefits and implement reasonable measures (including salary, vacation and other benefits, etc.), and the operating performance or achievements appropriately reflected in employee compensation? | ☑ | | TG evaluates our employees based on their academic experience, professional technical expertise, professional years of experience, and personal performance. In addition, we provide employees with a differentiated bonus system based on the overall operating performance, employees’ performance and substantial contribution. In addition to the basic benefit requirements, the company also conducts the welfare for all employees through the employee welfare committee. For relevant information are described in ESG Report in detail. | No discrepancy. |
| (3) Does the company provide a healthy and safe working environment and organize training on health and safety for its employees on a regular basis? | ☑ | | Occupational safety and health policy:
For a secure and worry-free work environment, the Company has established occupational safety committees at the headquarters and all plants to implement a communication mechanism. In accordance with regulatory requirements, the number of representatives elected by the workers accounts for more than one-third of the total number of committee members. The committee convenes meetings regularly to discuss safety and health issues. The regular meetings provide formal channels for both horizontal and vertical communication | No discrepancy. |
| Projects of promoting | Implementation Status (Note1) | Deviations from “the Sustainable Development Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| Occupational health and safety services plan: | ||||
| The Company implements special and general health examination programs for employees periodically, and continues improving the operating environment to ensure employees’ mental and physical health. 2025 number of employee occupational accidents: 37 incidents, number of casualties: 37 people, accounting for 0.88% of the total number of employees. Zero accidents is the starting point for Taiwan Glass’ occupational accident management, and it also serves as an indicator for various safety activities in each plant area. The operating mechanism for occupational accident management involves reporting, investigating, and completing the procedure for improving known hazards for accidents and near misses. Additionally, occupational accident statistics and the clarification of accident causes are listed as prevention priorities, and the prevention priorities and methods are communicated to each unit in order to effectively prevent the recurrence rate and severity of similar types of accidents. Furthermore, the company did not experience any fire incidents during the fiscal year. To prevent fire outbreaks, regular fire drills were conducted annually. The main contents included fire prevention knowledge, fire extinguishing and self-rescue methods, CPR and AED usage and practice, as well as the use and practice of fire hydrants and extinguishers. | ||||
| The Hsinchu and Taoyuan plants have implemented the ISO 45001 Occupational Health and Safety Management System and obtained certification. | ||||
| For relevant information are described in ESG Report in detail. | ||||
| (4) Does the company provide its employees with career development and training sessions? | ☑ | The Company sends employees to internal and external training programs that meet their respective needs at work on a regular or irregular basis to develop employees’ work skills For relevant information are described in ESG Report in detail. | No discrepancy. |
| Projects of promoting | Implementation Status (Note1) | Deviations from “the Sustainable Development Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (5) With regard to customer health and safety, customer privacy, marketing and labeling of products and services, has the company followed relevant regulations and international standards, and formulated relevant consumer protection policies and appeal procedures? | ☑ | The Company carried out marketing and labeling of all products in strict compliant with relevant laws and regulations and the practices have been incorporated into the ISO 9000 procedures. In order to be closer to the needs of customers and improve them, the company regularly conducts customer satisfaction surveys every six months or a year. For relevant information are described in ESG Report in detail. | No discrepancy. | |
| (6) Does the company provide for vendor management policy, require suppliers to follow the relevant norms in issues of environmental protection, occupational safety and health or labor and human rights, and the implementation situation? | ☑ | The Company evaluates its suppliers based on the procedures set in the ISO 14000 documents. The policies, specification, and implementation of sustainable supply chain are described in ESG Report in detail. | No discrepancy. | |
| 5. Does the company refer to the international standard or guidelines for preparation of report and prepare the corporate sustainability report and other reports that disclose the non-financial information of the company? Did the abovementioned report obtain the verification or assurance opinion from a third-party verification agency? | ☑ | TGI published the ESG Report every year, the structure of the content complied to the GRI Standard from Global Reporting Initiative (GRI) issued in October 19, 2016. With the practical analysis model identify the sustainable topic and deciding its priority of the stakeholders, analyzing the sustainable topic, relevant strategies, goals and measures which to be disclosed in the report, and response and disclose in accordance to the to the Sustainability Accounting Standards Board(SASB), Task Force on Climate-related Financial Disclosures(TCFD),Sustainable Development Goals(SDGs) from UN and others. The report commissioning independent and credible Ernst & Young to provided limited assurance to the company’s report in accordance of Assurance Standards 1 “Assurance Engagements Other than Audits or Reviews of Historical Financial Information”. After the completion of assurance, the relevant results were sufficiently communicate with the governance units, the scope and the conclusion of the assurance, | No discrepancy. |
| please refer to the attachment “Independent Assurance Report” of the company’s ESG report. | |||
|---|---|---|---|
| 6. If the Company has established sustainable development principles based on “Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies”, please describe any discrepancy between the Principles and their implementation: No discrepancy. | |||
| 7. Other important information to facilitate better understanding with implementation of promoting sustainable development. Other information of the Company’s sustainable development practices, please refer the ESG report and http://www.taiwanglass.com . |
Note1: If the operation status is checked "Yes", please explain the important policies, strategies, measures and implementation of the implementation; if the operation status is "No", please explain the reasons and explain the future policies, strategies and implementation plans painting.
Note2: The principle of materiality refers to those who have a significant influence on the company's investors and other stakeholders on environmental, social and corporate governance issues.
Note3: Please refer to the Best Practice Referencing Sample on the website of Corporate Governance Center, TWSE for the ways of disclosure.
- 44 -
(VI) Climate-Related Information of TWSE/TPEx Listed Company
I. Implementation of Climate-Related Information
| Projects | Implementation Status |
|---|---|
| 1. Describe the Board of Directors’ and Management’s Oversight and Governance of Climate-Related Risks and Opportunities. | In response to cope with high climate uncertainty and rapid changes in policies and markets, while immediately grasping and estimating the possible impacts caused by climate change, Taiwan Glass Group regularly convenes meetings with senior executives of various departments to identify major climate risks and opportunities. The Company also further assesses the possible risks that flooding and slope land may bring to each operating location, in order to grasp the climate change and market dynamics of the external environment. |
| The Board of Directors serves as the highest governing body for climate-related issues at TGI, responsible for oversight and decision-making. An ESG Committee has been established to report to the Board on the progress of climate-related risks and opportunities. Convened by the Chairman and the President, the ESG Committee is responsible for formulating TGI’s medium- and long-term sustainable development goals. It integrates cross-departmental resources, identifies climate-related issues relevant to the company’s operations, develops corresponding climate strategies, tracks progress toward achieving targets, and reports implementation status to the Board of Directors on a regular basis. | |
| The “ESG Committee,” through biannual meetings and task forces formed based on specific issues, identifies climate-related risks and opportunities relevant to the Company’s operations and of concern to stakeholders. From the four perspectives of “governance,” “strategy,” “risk management,” and “metrics and targets,” strategies and actions to address climate change are formulated with the aim of reducing the impact of climate risks and ensuring the management of climate-related risks and opportunities is implemented in the Group’s operations. | |
| 2. Describe how the Identified Climate Risks and Opportunities affect the Business, Strategy, and Finances of the Business (Short, Medium, and Long Term). | The ESG Committee will regularly identify climate risks and opportunities, annually reviewing changes in transition risks and opportunities related to policies, regulations, technology, markets, and reputation. Simultaneously, through the identification of climate risks and opportunities, the assessment results of physical risks, transition risks, and opportunities will be regularly reviewed and addressed jointly with each plant. The potential financial impact of significant climate risks will be analyzed, and contingency and preventive measures will be formulated to enhance climate resilience. |
| Regarding climate risks, the Company has identified the intensification of extreme climate events, increased costs or insufficient supply of raw materials, which could lead to delays in production schedules. Additionally, as environmental regulations become increasingly stringent and carbon pricing and carbon tax mechanisms are gradually refined, the Company’s operating costs may also increase. In terms of climate opportunities, the Company is actively |
| improving energy efficiency, developing low-carbon products using recycled raw materials, and providing guidance to high-risk suppliers to enhance supply chain stability. | |||||
|---|---|---|---|---|---|
| Types of risks and opportunities | Financial impact | Short-term | Mid- and long-term | ||
| Risk | Physical risk: Floods affect the operation of facilities or equipment inside and outside the plant, causing damage. | The increase in equipment that needs to be repaired or replaced increases operating costs. Equipment damage may also interrupt operations, while the delay in delivery may result in compensation. | Upgrade the water-proof equipment to refrain from the unstable power caused by the flooding. Pay attention to the relevant national adaptation measures, local competent authority training and implementation measures of industrial zones, in order to respond to potential climate risks. | The Company also monitors the impacts of climate change and weather disasters, and follows the handling approaches specified in ISO 14001 emergency response. | |
| Transformation risk: Governments of various countries have begun to formulate the relevant carbon charge/carbon tax levied mechanisms. Taiwan's carbon tax system has officially come into effect. | The increase in operating cost affects the competitiveness of product prices. | Reduce carbon emissions: Aligned with Ministry of Environment policies, the Company implements voluntary emission reduction plans, including switching from heavy fuel oil to natural gas, | Plan carbon reduction routes in line with the government's net zero roadmap. |
| | | | | installing electric furnaces, and upgrading equipment.
• Establish and use solar energy, and increase the percentage of renewable energy use year by year. | |
| --- | --- | --- | --- | --- | --- |
| | Opportunity | Opportunities: Enhance stakeholders’ sustainability ratings and increase in the stakeholders’ long-term investment willingness. | The Company’s business model and goals are recognized by investors, and the inflow of external funds is beneficial to the Company’s business expansion and equipment. | • ESG management assessment is conducted annually. | • Set up the carbon reduction schedule and short, medium, and long-term targets based on the government’s net zero roadmap.
• Continue to promote lightweight bottles, increase the proportion of low-carbon emissions and energy-saving equipment. |
| | | Opportunities: Enhance energy efficiency and reduce operating costs. | Elevate energy efficiency, reduce power consumption costs, and reduce carbon emissions. | • Adopt an energy resource management system to reduce energy consumption. | • Priority will be given to the procurement of products with eco-friendly labels and operating equipment with excellent energy-saving performance, or the |
– 46 –
| new procurement of new operating equipment. | |||||
|---|---|---|---|---|---|
| 3. Describe the Financial Impact of Extreme Weather Events and Transformative Actions. | The head of each factory and department of TGI held meetings with external consulting experts to investigate the extreme climate events and the impacts to the finance within the transitional actions according to the physical risks, transformation risks, and climate change opportunities of the TCFD, the potential impacts on finance and operation of the risks of climate change as follows: | ||||
| I. Delay in the production schedule due to unstable power supply and other measures: The increased of operating costs may result in operating interruptions, and the delayed in the product shipment may loss the clients’ confidence in TGI. | |||||
| II. The enactment of the Carbon Fee/Carbon Tax Levy System has started in various countries: Increase in operating cost, affecting the price competitiveness of products. | |||||
| III. The impact of unstable supply/transportation of energy supply due to extreme weather (such as natural gas, diesel, heavy oil, LPG) may lead to delays in production scheduling: it may hinder production and lead to idle equipment; it may also delay delivery. | |||||
| IV. The delay in the production schedule and increase in additional cost due to the measures of controlling total carbon emission by the government and orders for suspension of business or ceased production, or others: Some of the equipment in the factory may not shut down; equipment damage may occur when it is shutdown, and reduce turnover. | |||||
| V. Increase in cost as the laws and regulations of renewable energy become stricter: The operating costs increase due to the establishment of green energy. | |||||
| VI. The general environmental laws and regulations have become stricter and cause the increase in environmental protection cost: Profit Erosion, such as increase in costs of water, carbon fees and raw materials. | |||||
| VII. In preparation for adopting IFRS S1 and S2, the Company conducted a preliminary assessment of the financial impacts of climate-related risks and opportunities and is building a basis for ongoing monitoring and refinement. |
- 47 -
| 4. Describe how climate risk identification, assessment, and management processes are integrated into the overall risk management system. | The Committee summarizes major climate risk and opportunity issues and corresponding risk management measures, and reviews and tracks them regularly based on the results of the questionnaire on identifying climate change risks and opportunities. In addition, the company reviewed changes in policies, regulations, technology, markets and goodwill in the risks and opportunity of transformation annually; reviewed physical risks, transformation risks and opportunity evolution results regularly through climate risks and opportunity identification; and responded by working together with each factory plant at the same time. |
|---|---|
| 5. If scenario analysis is used to assess resilience to climate change risks, the scenarios, parameters, assumptions, analysis factors and major financial impacts used should be described. | To respond to sustainable development and mitigate the risk of extreme weather events disrupting company operations, our company has implemented climate scenario analysis to assess the risks of extreme weather events at operational sites. |
| I. Flood risk analysis of operational sites: The Company adopted the “Representative Concentration Pathways” from the IPCC’s Fifth Assessment Report, using the difference in radiative forcing between 2100 and 1750 as an indicator to analyze the flood risk at operational sites. The RCP 8.5 scenario was used, and the climate conditions were estimated based on information from the “National Science and Technology Center for Disaster Risk Reduction - Climate Change Disaster Risk Adaptation Platform.” To prevent potential flooding of the plant due to extreme weather events in the future, TG has carefully assessed the potential hazards and developed management and action plans. | |
| II. Risk analysis of slopes of operating sites: According to the worst-case scenario of global warming (SSP5-8.5) in the IPCC 6th Science Assessment Report, and according to the graphic result of “National Science and Technology Center for Disaster Reduction – Disaster Risk Adaptation,” although there is no significant risk for each plant’s location, TGI still actively takes measures to prevent the damage of plant areas and the obstruction of employees’ commuting due to the slide of the slopes. Although there is no significant risk at each plant location, Taiwan Glass makes proactive efforts to prevent landslides from damaging the operating site and disrupting employees’ commuting. | |
| III. Drought risk at operating sites: When analyzing climate change data, Taiwan Glass opted for the worst case scenario (RCP8.5) with the most intense warming and the highest degree of warming in the future and used the SPI3 indicator to measure the intensity of drought, and the potential of water shortages for people’s livelihoods and the potential of water shortages for the agriculture industry as the vulnerability indicators of water use targets in accordance with the Water Resources Agency. | |
| IV. In the Company’s carbon fee calculation model, taking into account Taiwan’s formally implemented carbon fee regime and the Company’s submitted voluntary reduction plan, three scenarios proposed by the International Energy Agency—Stated Policies Scenario (STEPS), Announced Pledges Scenario (APS), and Net Zero Emissions by 2050 Scenario (NZE)—are used to analyze the future trajectory of TG’s carbon emissions. This analysis evaluates the potential carbon fee expenditure risks that TG may face through 2050, and assists the Company in assessing the impact of policy adjustments, changes in carbon fee rates, and the effectiveness of emission reduction measures on carbon fee costs. |
- 48 -
| 6. If there is a transition plan for managing climate-related risks, describe the content of the plan, and the indicators and targets used to identify and manage physical risks and transition risks. | Each factory of TGI will analyze climate risks and opportunities based on the condition of the factory building and describe management policies. In response to the TCFD risk identification results, regular supplier evaluations will be conducted to reduce production risks caused by insufficient raw materials, and high energy consumption equipment will be gradually replaced according to the needs of the factory building. At the same time, According to the Waste Heat Recovery Subsidy Project of the Bureau of Energy, waste heat recovery equipment has been installed and energy resource management systems have been introduced to improve the energy efficiency of the plant. With the advantage of natural gas in reducing carbon emissions, the plant’s furnaces have gradually been replaced with ones designed for oil/gas mixing to increase the proportion of natural gas use. Taiwan Glass will implement its carbon reduction objective by increasing the purchase of low-carbon raw materials and continuing to develop energy-saving glass, while actively enhancing adaptability to extreme weather. According to the government’s net zero roadmap, we revise our schedules and targets on a rolling basis. |
|---|---|
| 7. If internal carbon pricing is used as a planning tool, the basis for setting the price should be stated. | The company will introduce the internal carbon pricing in the future to efficiently encourage the staff to put carbon reduction into practice, hoping to reduce carbon emissions from oneself, and to promote the carbon reduction in action within the industry. |
| 8. If climate-related targets have been set, the activities covered, the scope of greenhouse gas emissions, the scope, and the progress achieved each year should be specified. If carbon credits or renewable energy certificates (RECs) are used to achieve relevant targets, the source and quantity of carbon credits or RECs to be offset should be specified. | According to the Sustainable Development Roadmap of TWSE/TPEx Listed Companies published by the Financial Supervisory Commission in March 2022, the company as those with paid in capital of 10.0 billion and above, In 2025, the Company completed Scopes 1 and 2 GHG emission inventories for its subsidiaries, while the parent company completed the Scope 1、2 and 3 GHG emission inventory. It is arranged that the subsidiaries will complete the third-party verification of Scopes 1, and 2 GHG emissions in 2027. The Company will continue to control the completion of its GHG inventory and verification and disclosure schedule according to the reference guidelines and related regulations issued by the competent authority.Taiwan Glass will actively support the government’s net zero carbon initiatives and plan its corporate carbon emission roadmap. We will continue to optimize our energy use and develop energy-saving glass products to enhance our competitive edge. In the future, the Company plans to introduce a product carbon footprint. In response to the Nationally Determined Contributions (NDCs) GHG emission reduction target, the Group’s entire greenhouse gas emission reduction target has been set:Short-term reduction target: 10% reduction by 2025 from the base year (2014)Mid-term reduction target: 25% reduction by 2030 from the base year (2014)Long-term reduction target: Achieve net zero greenhouse gas emission by 2050 |
| 9. Greenhouse gas inventory and assurance status (separately filled out in point 1-1 below). | Please see the detailed explanation below. |
– 49 –
1-1. The Company's greenhouse gas inspection and assurance in the last 2 years
1-1-1. Greenhouse gas inventory
State the emissions for the most recent fiscal years (tCO2e), intensity (tCO2e / NTD 10 million), and the scope of the data covered
In accordance with the sustainable development roadmap for TWSE/TPEx listed companies:
- The parent company shall start performing inventory from 2023.
- The subsidiaries included in the consolidated financial report shall start performing inventory from 2025.
The consolidated company has established a GHG inventory mechanism in accordance with ISO 14064-1 Greenhouse Gas Inventory Standard (ISO 14064:2018) published by the International Standards Organization (ISO). Starting from 2023, the Company conducts an annual inventory of its standalone greenhouse gas emissions.
Starting from 2025, we have conducted regular annual GHG inventories of the Company and its subsidiaries included in the financial report, fully grasping the GHG use and emissions status. We also verify the effectiveness of reduction actions.
The GHG data for the most recent fiscal years is based on the GHG emissions of the Company and all subsidiaries included in the consolidated financial report in accordance with the operational control approach as follows:
| 2024 | 2025 | ||||
|---|---|---|---|---|---|
| Emissions (tons CO2e) | Intensity (tons CO2e / NT$ million revenue) | Emissions (tons CO2e) | Intensity (tons CO2e / NT$ million revenue) | ||
| The Company | Scope 1 | ||||
| Direct greenhouse gas emissions | 338,453.4652 | 303,443.3939 | |||
| Scope 2 | |||||
| Indirect greenhouse gas emissions | 213,039.9011 | 239,706.0201 | |||
| Subtotal | 551,493.366 | 543,149.414 | |||
| Subsidiaries in Consolidated Financial Statements | Scope 1 | ||||
| Direct greenhouse gas emissions | 1,759,478.53 | 1,523,146.81 | |||
| Scope 2 | |||||
| Indirect greenhouse gas emissions | 681,447.53 | 726,404.41 | |||
| Subtotal | 2,440,926.06 | 2,249,551.22 | |||
| Total | 2,992,419.426 | 70.4052 | 2,792,700.634 | 67.3031 |
In addition, the GHG data for all subsidiaries disclosed in the 2024 Sustainability Report were based on pre-inventory figures. After third-party verification of the
2024 GHG inventory in 2025, the Scope 1 and Scope 2 emissions data were revised. The updated, verified figures are therefore presented in the 2025 Annual Report.
Note 1: Direct emissions (Scope 1, referring to direct emissions from sources owned or controlled by the Company), energy indirect emissions (Scope 2, referring to indirect greenhouse gas emissions from the input of electricity, heat, or steam), and other indirect emissions (Scope 3, referring to emissions generated by the Company’s activities, not including energy indirect emissions, but from emission sources owned or controlled by other companies).
Note 2: The scope of data for direct emissions and energy indirect emissions shall be handled in accordance with the schedule prescribed in Paragraph 2, Article 10 of these Regulations. Information on other indirect emissions may be disclosed voluntarily.
Note 3: Greenhouse gas inventory standard: Greenhouse Gas Protocol (GHG Protocol) or ISO 14064-1 issued by the International Organization for Standardization (ISO).
Note 4: The intensity of greenhouse gas emissions can be calculated per unit of product/service or turnover, but at least the data calculated in terms of turnover (NTD million) shall be stated.
1-1-2 Greenhouse Gas Confirmation Information
A description of the assurance status for the most recent fiscal years as of the publication date of the annual report, including the scope of assurance, institutions of assurance, criteria of assurance, and opinions of assurance.
According to the sustainable development roadmap for TWSE/TPEx listed companies, the minimum assurance shall cover at least the following:
- The parent company shall start performing assurance from 2024.
- The subsidiaries included in the consolidated financial report shall start performing assurance from 2027.
| Scope of assurance | 2024 Carbon Emissions (tons CO2e) | 2025 Carbon Emissions (tons CO2e) | |
|---|---|---|---|
| The Company | Scope 1 | ||
| Direct greenhouse gas emissions | 338,453.4652 | Due to timing constraints prior to the printing date of this Annual Report, assurance opinions for certain GHG indicators were not yet obtained. The assured information by an independent third party will be disclosed in the Company’s 2025 Sustainability Report. | |
| Scope 2 | |||
| Indirect greenhouse gas emissions | 213,039.9011 | ||
| Total | 551,493.366 | ||
| Percentage of inventory data disclosed in 1-1-1 above | 100% | ||
| Assurance agency | SGS, a third-party verification agency | ||
| Description of status of assurance | ISO 14064-3 standard verification, the verification opinion is reasonable assurance | ||
| Assurance opinion/conclusion | Unqualified opinion |
Note 1: If the Company does not prepare a sustainability report, it should specify “complete assurance information will be disclosed on the Market Observation Post System” and disclose complete assurance information in the next annual report.
Note 2: The corroborated institutions shall comply with the relevant requirements of Taiwan Stock Exchange Corporation and the Taipei Exchange of the Republic of China on corroborated institutions for sustainability reports.
Note 3: Please refer to the Best Practice Reference Examples on the website of the Corporate Governance Center of Taiwan Stock Exchange for the disclosure content.
1-2. Greenhouse gas reduction goals, strategies and concrete action plans
| Describe the GHG reduction base year and its data, reduction targets, strategies, and concrete action plans, and achievement of the reduction targets. |
|---|
| The Company actively promotes various energy-saving measures, selects equipment with high energy efficiency and energy-saving designs, reduces energy consumption for the enterprise and products, and expands the use of renewable energy to optimize energy efficiency. |
| The Company sets annual carbon reduction targets, continuously reducing electricity consumption by 1% every year, increasing the total amount of recycled water and recovered water, actively optimizing the energy efficiency of manufacturing processes, replacing the use of heavy oil with clean energy, and installing renewable energy power generation facilities in each plant area. The Company actively introduces energy management systems in each plant to reduce energy waste and improve the efficient use of energy. |
| The raw materials used by the Company comply with the RoHS and REACH regulations of the European Union. Under the “Sustainable Development Committee,” an Environmental Protection, Energy Conservation, and Carbon Reduction Task Force has been established to build a cross-platform resource integration and circular system. This includes strengthening energy management, reducing product carbon footprints, enhancing water resource management, promoting circular economy, and using renewable energy to reduce environmental impact. |
| In terms of green manufacturing, the Company aims to reduce unnecessary resource waste and seek waste reduction and reuse technology development. Upstream and downstream in the value chain, efforts are made to jointly recycle and reuse packaging materials. Furthermore, for products, efforts are being made to test the use of recycled materials with low environmental impact, maximizing the benefits of a circular economy. Through the recovery of process raw materials, the research and development of waste reduction technologies, and the design and sale of recycled products, we create circular value and increase the volume of waste glass and glass reuse rate year by year. |
Note 1: It shall be processed in accordance with the schedule prescribed in Article 10, paragraph 2 of the guidelines.
Note 2: The base year should be the year in which the inventory is completed within the scope of the consolidated financial statements. For example, according to the regulations stipulated in Paragraph 2, Article 10 of these Regulations, companies with a capital of NT$10 billion or more should complete the inventory of the 2024 consolidated financial statements by 2025. Therefore, the base year is 2024.
If a company has completed the inventory of the consolidated financial statements earlier, it may use the earlier year as the base year. The data for the base year can be calculated based on a single year or the average value of multiple years.
Note 3: Please refer to the Best Practice Reference Examples on the website of the Corporate Governance Center of Taiwan Stock Exchange for the disclosure content.
(VII) Ethical Corporate Management
| Evaluation Item | Implementation Status (Note) | Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 1. Establishment of ethical corporate management policies and programs | ||||
| (1) Has the company formulated the integrity management policy approved by the board of directors, and stated in the regulations and external documents the policies and practices of integrity management, as well as the commitment of the board of directors and senior management to actively implement the management policy? | V | (1) The company has passed the integrity management code on the board meeting on May 11, 2015. The Company’s board of directors and management rank all undertook to manage the Company in accordance with the ethical corporate management principles. The Company established ethical corporate management principles, and declare ethical corporate management policies and procedures in its guidelines. | (1) No discrepancy. | |
| (2) Does the company create an assessment mechanism for the risk of misconduct, regularly analyze and assess business activities with high risks of misconduct, and stipulate a plan to prevent misconduct which includes all of the preventive measures stipulated in the second paragraph of Article 7 of the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies”? | V | (2) The Board of Directors had approved the "Regulations for handling the report of Illegal and unethical or misconduct cases" on August 8, 2018, and the board regularly analyzes and evaluates business activities with a higher risk of misconduct. | (2) No discrepancy. | |
| (3) Does the company clearly specify the operating procedures, behavior guidelines, disciplinary penalties and complaint system in the plan for the prevention of misconduct, and practically implement the plan and regularly review and amend the preceding plan? | V | (3) Stipulation of operating procedures, behavior guidelines and training such as the "Ethical Corporate Management Regulations", "Board of Directors Meeting Regulations", "Employee Work Rules", "Implementation of Job Duties Declaration", "Confidential Declaration", "Overseas Study Declaration", and regularly review and revise the preceding | (3) No discrepancy. | |
| This document is intended to be a part of the "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies" Plan. | ||||
| 2. The implementation of the legal and ethical standards in the public sector | ||||
| (1) Has the company been involved in the development of the legal standards for the public sector in the public sector, and is the director of the "Regulations for handling the report of Illegal and unethical or misconduct cases" on August 8, 2018, and the board regularly analyzes and evaluates business activities with a higher risk of misconduct. | V | (1) The company has been involved in the development of the legal standards for the public sector in the public sector, and is the director of the "Regulations for handling the report of Illegal and unethical or misconduct cases" on August 8, 2018, and the board regularly analyzes and evaluates business activities with a higher risk of misconduct. | (1) No discrepancy. | |
| (2) Does the company have the authority to implement the legal standards for the public sector in the public sector, and is the director of the "Regulations for handling the report of Illegal and unethical or misconduct cases" on August 8, 2018, and the board regularly analyzes and evaluates business activities with a higher risk of misconduct. | V | (2) The company has been involved in the development of the legal standards for the public sector in the public sector, and is the director of the "Regulations for handling the report of Illegal and unethical or misconduct cases" on August 8, 2018, and the board regularly analyzes and evaluates business activities with a higher risk of misconduct. | (2) No discrepancy. |
—53—
| Evaluation Item | Implementation Status (Note) | Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| plan. | ||||
| 2. Fulfill operations integrity policy | ||||
| (1) Does the company evaluate business partners’ ethical records and include ethics-related clauses in business contracts? |
(2) Does the company establish an exclusively (or concurrently) dedicated unit supervised by the Board to be in charge of corporate integrity?
(3) Does the company establish policies to prevent conflicts of interest and provide appropriate communication channels, and implement it? | V | (1) The Company has established a “Contract Management Approach,” which is based on procedures, such as, research and development, revision, review, signing, implementation, contract electronic file storage, and access, to understand the status of ethical management of the counterparty.
(2) The promotion of the corporate ethical management of the company is responsible by the legal affairs and human resources units. The Legal Dept. including 5 members and internal audits were responsible to ensure the various units’ compliance with the relevant laws when carrying out business, e.g. Company Law, Securities and Exchange Act, Prevention of Corruption Act, Government Procurement Act, TWSE/TPEx listed companies’ relevant regulations or any other laws related to business conduct, for fulfillment of the ethical corporate management. The Human Resources composed by 6 members to be in charge on the holding of Corporate Ethical Management Issue related internal educational training and to ensure the entire staff have signed the “Code of Practice of Ethical Performance when Servicing Duties”.
(3) In the deliberation. | (1) No discrepancy.
(2) No discrepancy.
(3) In the deliberation. | (1) No discrepancy. |
| Evaluation Item | Implementation Status (Note) | Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (4) Has the company established effective systems for both accounting and internal control to facilitate ethical corporate management, and are they audited by either internal auditors or CPAs on a regular basis? | V | (4) | The Company’s accounting system was defined in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (“the Regulations”), IFRSs, IASs, IFRIC and SIC, which are endorsed by the FSC, and its accounting was performed in accordance with the principles and the relevant requirements defined by the competent authority. Meanwhile, the Company also reported the operating results to the board of directors periodically, and accepted the internal/external audit and an independent auditor’s audit. The Company has established the internal control system and also defined the articles of association, management rules, and various SOPs, in accordance with the Regulations Governing Establishment of Internal Control Systems by Public Companies to govern the implementation of internal control, and also reviewed and revised the same in accordance with the changes in laws and subject to the needs, to ensure the continuous effective design and implementation of the internal control system. The Company’s unit dedicated to audit conducted the audit on sale, procurement, production and salary cycle in accordance with the audit plan passed at the directors’ meeting, and submitted the report on the audit result to independent directors. | (4) No discrepancy. |
| (5) Does the company provide internal and external ethical conduct training programs on a regular basis? | V | (5) | At the time of on boarding training, the Company provides internal education training in ethical corporate management for each new employee, and incorporates the Ethical | (5) No discrepancy. |
—55—
| Evaluation Item | Implementation Status (Note) | Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| Corporate Management Best Practice Principles for Taiwan Glass into the Employee Handbook to help employees fully understand the Company's policy of ethical corporate management. In addition, the Company has also actively assisted in arranging its directors to participate in the relevant refresher courses for ethical corporate management organized by external organizations, to enhance the effectiveness of the Company's ethical management.. | ||||
| 3. Operation of the integrity channel | ||||
| (1) 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? | ||||
| (2) Does the company establish standard operating procedures for confidential reporting on investigating accusation cases? | ||||
| (3) Does the company provide proper whistleblower protection? | V | (1) The Company has promulgated the relevant laws and regulations and the ethical code of conduct in the Company’s intranet. The various unit supervisors and managers engaged in the well-founded supervision and enhanced the management ex officio. | ||
| (2) The Company has put into effect the Guidelines for Whistleblowing on Illegal, Immoral or Unethical Conduct in August 2018, including the investigation standards, operating procedures and related confidentiality mechanisms for reporting events. | ||||
| (3) The Company protects the safety of whistleblowers. If a whistleblower is a member of the Company, the Company promises to protect him/her from retaliation due to reporting. | (1) No discrepancy. | |||
| (2).No discrepancy. | ||||
| (3).No discrepancy. | ||||
| 4. Strengthening information disclosure | ||||
| (1) Does the company disclose its ethical corporate management policies and the results of its implementation on the company’s website and MOPS? | V | (1) The Company established “Ethical Corporate Management Best Practice Principles” and disclosed on the Company’s website and MOPS. | (1) No discrepancy. |
– 56 –
| Evaluation Item | Implementation Status (Note) | Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 5. If the company has established the ethical corporate management policies based on the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies, please describe any discrepancy between the policies and their implementation. No discrepancy. | ||||
| 6. Other important information to facilitate a better understanding of the company’s ethical corporate management policies (e.g., review and amend its policies). The Company has been awarded the “TWAEO Certificate” by Customs Administration, Ministry of Finance in 2012 April. Meanwhile, the Company’s business partners all expressed their support for the Company’s determination to perform safe and ethical corporate management. |
Note: Regardless of whether the evaluation item is achieved or not, the company shall state an appropriate explanation.
(XIII) Continuing Education of Directors/Supervisors
| Job title | Name | Date elected | Date when first elected | Date | Organizer | Program | Hours | Total hours | |
|---|---|---|---|---|---|---|---|---|---|
| From | To | ||||||||
| Chairman | Lin, P F | 2024/06/07 | 1967/09/16 | 2025/03/13 | 2025/03/13 | Chinese National Association of Industry and Commerce | Impact of Trump’s New Policies on Business Operations and Investment, and Corresponding Strategies | 3.0 | 3.0 |
| Director | Lin, P S | 2024/06/07 | 1967/09/16 | 2025/03/13 | 2025/03/13 | Chinese National Association of Industry and Commerce | Impact of Trump’s New Policies on Business Operations and Investment, and Corresponding Strategies | 3.0 | 3.0 |
| Director | Lin, P C | 2024/06/07 | 1976/04/21 | 2025/03/13 | 2025/03/13 | Chinese National Association of Industry and Commerce | Impact of Trump’s New Policies on Business Operations and Investment, and Corresponding Strategies | 3.0 | 3.0 |
| Director | Lim, H T | 2024/06/07 | 1988/03/19 | 2025/03/13 | 2025/03/13 | Chinese National Association of Industry and Commerce | Impact of Trump’s New Policies on Business Operations and Investment, and Corresponding Strategies | 3.0 | 3.0 |
| Director | Peng, C H | 2024/06/07 | 2018/06/13 | 2025/03/13 | 2025/03/13 | Chinese National Association of Industry and Commerce | Impact of Trump’s New Policies on Business Operations and Investment, and Corresponding Strategies | 3.0 | 3.0 |
| Director | Hsu, L L | 2024/06/07 | 2015/06/09 | 2025/03/13 | 2025/03/13 | Chinese National Association of Industry and Commerce | Impact of Trump’s New Policies on Business Operations and Investment, and Corresponding Strategies | 3.0 | 3.0 |
| Director | Lin, C H | 2024/06/07 | 2000/04/28 | 2025/03/07 | 2025/03/07 | Chinese National Association of Industry and Commerce | Mergers and Acquisitions Practices and Related Labor Issues | 3.0 | 6.0 |
| 2025/05/16 | 2025/05/16 | Chinese National Association of Industry and Commerce | The Development of Epoch-Making AI and Its Business Impact | 3.0 | |||||
| Director | Lin, C Y | 2024/06/07 | 2004/10/06 | 2025/05/27 | 2025/05/27 | Corporate Foundation Chinese Financial and Economic Development Association & Corporate Foundation Taiwan Listed Companies Association | Trump Tariffs 2.0: Challenges to U.S. Dollar Hegemony | 3.0 | 3.0 |
| Director | Hsieh, C H | 2024/06/07 | 2024/06/07 | 2025/03/27 | 2025/03/27 | Chinese National Association of Industry and Commerce | From Financial Statements to the Future: A Guide for Directors and Supervisors on Turning Financial Data into Management Decisions | 3.0 | 3.0 |
| Director | Lin, C M | 2024/06/07 | 2006/06/09 | 2025/08/22 | 2025/08/22 | Chinese National Association of Industry and Commerce | 2025 Taishin-Shin Kong Net Zero Summit | 3.0 | 3.0 |
—58—
| Job title | Name | Date elected | Date when first elected | Date | Organizer | Program | Hours | Total hours | |
|---|---|---|---|---|---|---|---|---|---|
| From | To | ||||||||
| Director | Lien, S W | 2024/06/07 | 2013/05/01 | 2025/07/23 | 2025/07/23 | Securities and Futures Institute | Corporate Governance, Fair Treatment of Customers, and Financial Consumer Protection | 3.0 | 6.0 |
| 2025/08/05 | 2025/08/05 | Taiwan Academy of Banking and Finance, a Corporate Foundation | Information Security Governance Lecture (Session 53) – Personal Data Breach and Cybersecurity Prevention Strategies | 3.0 | |||||
| Independent Director | Lin, S C | 2024/06/07 | 2018/06/11 | 2025/07/11 | 2025/07/11 | Chinese National Association of Industry and Commerce | Development Trends and Application Cases of Generative AI | 3.0 | 3.0 |
| Independent Director | Lin, Z Y | 2024/06/07 | 1998/12/21 | 2025/07/09 | 2025/07/09 | Taiwan Stock Exchange | 2025 Cathay Sustainable Finance and Climate Change Summit | 6.0 | 6.0 |
| Independent Director | Wang, Y C | 2024/06/07 | 2017/11/30 | 2025/03/13 | 2025/03/13 | Chinese National Association of Industry and Commerce | Impact of Trump's New Policies on Business Operations and Investment, and Corresponding Strategies | 3.0 | 6.0 |
| 2025/03/27 | 2025/03/27 | Chinese National Association of Industry and Commerce | From Financial Statements to the Future: A Guide for Directors and Supervisors on Turning Financial Data into Management Decisions | 3.0 | |||||
| Independent Director | Chen, H M | 2025/06/11 | 2015/06/08 | 2025/08/07 | 2025/08/07 | Taiwan Association of Corporate Management and Sustainable Development | Recent Developments in the Mergers and Acquisitions Act and Practical Cases in Corporate Governance | 3.0 | 6.0 |
| 2025/09/03 | 2025/09/03 | Taiwan Association of Corporate Management and Sustainable Development | NVIDIA's Trillion-Dollar Miracle: Rethinking the Semiconductor Revolution Behind Artificial Intelligence | 3.0 | |||||
| Independent Director | Lin, M L | 2025/06/11 | 2016/06/07 | 2025/07/11 | 2025/07/11 | Chinese National Association of Industry and Commerce | Trends and Applications of Generative Artificial Intelligence | 3.0 | 6.0 |
| 2025/07/17 | 2025/07/17 | Chinese National Association of Industry and Commerce | Supply Chain Restructuring and Corporate Strategies in Response to the Global Tariff War | 3.0 |
Note: The assumption date refers to the assumption date of the current term directors and supervisors. The initial assumption date refers to the date of first assuming the position of director or supervisor of a listed or OTC company.
(IX) Status of Internal Control
-
Please refer to the Statement on the Internal Control System available at the following link:
https://mopsov.twse.com.tw/nas/cont06/c1802114011150310.pdf -
Disclosure of the CPA’s special audit report on the internal control system, if applicable: Not applicable.
— 60 —
(X) Stockholders' meeting(s) and significant board resolutions during the most recent year and up to the date of publication of this annual report !
| Meeting | Date | Items | |
|---|---|---|---|
| The 4thmeeting of the 21stBoard of Directors | 2025-03-10 | Approval | 1 Motion for amendments to the "Articles of Incorporation". |
| 2 Motion for 2024 Business Report. | |||
| 3 Motion for parent company only financial statement & consolidated financial statements 2024. | |||
| 4 Motion for 2024 earning distribution. | |||
| 5 2024 TG evaluation of the External Auditor's Independence and Suitability. | |||
| 6 2024 TG commissioned Ernst & Young Accounting Firm for audit and public funds certification. | |||
| 7 Motion for amendments to the "Accounting System". | |||
| 8 Liquidation of TG Yueda Solar Mirror Co., Ltd. (TYSM,a Subsidiary Reinvested by the Company) | |||
| 9 Motion for the 2025 operation plan. | |||
| 10 TG's plan to convert US$2,890 million in accounts receivable from its investment in TG Qingdao Glass Co., Ltd. (QFG, reinvested by TGCH) into a loan. | |||
| 11 Change of equity structure in TG Qingdao Photoelectric Technology Co., Ltd. (TQPT), a subsidiary reinvested by Taiwan Glass / Taiwan Glass China Holding (TGCH) / TG Qingdao Glass Co., Ltd. (QFG). | |||
| 12 Motion for the assessment of effective internal control system and "Statement of Declaration of Internal Control System" 2024. | |||
| 13 TG applied for credit of NT$2,000,000 thousand with Hua Nan Bank. | |||
| 14 TG applied for credit with Shin Kong Bank. | |||
| 15 TG applied for credit of NT$600,000 thousand with the KGI Bank. | |||
| 16 TG applied for general credit limit of US$65,000 thousand with the Mizuho Bank. | |||
| 17 TAGC applied for the credit of NT$150,000 thousand with KGI Bank, and asked TG to be the guarantor. | |||
| 18 TGCH and HNG applied for the loan of US$29,500 thousand with Taiwan Cooperative Bank, and asked TG to be the guarantor. | |||
| 19 TGF applied for the credit of RMB55,000 thousand with the First Bank, and asked TG to be the guarantor. | |||
| 20 TGF applied for the credit of RMB30,000 thousand with the Bank SinoPac (China) Co., Ltd., Chengdu Branch, and asked TG to be the guarantor. | |||
| 21 21st Nomination of independent directors. | |||
| 22 Motion for the general shareholders meeting 2025. | |||
| 1 Capacity expansion report for Low DK fiberglass fabric | |||
| 2 Strategy report on cost reduction in the production of Shihlien Chemical Industrial Jiangsu Co., Ltd. | |||
| The 5thmeeting of the 21stBoard of Directors | 2025-05-12 | Approval | 1 Motion for parent company consolidated financial statements (Q1)2024. |
| 2 TG applied for credit with Mega International Commercial Bank Co., Ltd. (Mega Bank). | |||
| 3 TG applied for credit of NT$600,000 thousand with Union Bank of Taiwan Co., Ltd. (Union Bank of | |||
| 4 TG applied for credit of NT$400,000 thousand with The Shanghai Commercial & Savings Bank, Ltd. | |||
| 5 TAG applied for import and export quota of US$1,000 thousand with the Mega International Commercial Bank, and asked TG to be the guarantor. | |||
| 2025 shareholders' meeting | 2025-06-11 | Acknowledgment | 1 Motion for 2025 Business Report and financial statements. Implementation Status: All attending shareholders are duly informed. |
| 2 Motion for allocation of earning 2024. Earnings Distribution Date: Since there was no distributable earnings for the FY2024, and in consideration of the capital budget planning for the following year, no stockholder dividends or bonuses will be distributed. | |||
| Approval | 1 Motion for amendments to the "Articles of Incorporation". Implementation Status: Approved by Ministry of Economic Affairs on 9 September, 2025 and posted on TGIs official site. | ||
| Elected | 1 By-election of Independent Directors for the 21stTerm . Implementation Status: Completed. The independent directors have been duly elected. Please refer to the "Directors" section of this annual report for details. | ||
| The 6thmeeting of the 21stBoard of Directors | 2025-08-11 | Approval | 1 Motion for the 2025 operation plan. |
| 2 Consolidated financial statements for the first half of 2025. | |||
| 3 Merger of TG/Taiwan Glass China Holding (TGCH)'s reinvested subsidiaries-TG Qingdao Glass Co., Ltd. (QFG) and TG Qingdao Photoelectric Glass Co., Ltd. (TQPT). | |||
| 4 Motion for amendments to the "Remuneration to directors and managers". | |||
| 5 Amendment to the 'Internal Control System' Proposal | |||
| 6 Proposal for the Completion of the Preparation and Assurance of TG 2024 Sustainability Report | |||
| 7 TG applied for credit of NT$1,075,720 thousand with Chang-Hwa Bank. | |||
| 8 TG applied for credit of NT$1,000,000 thousand with Taishin International Bank. | |||
| 9 TG applied for credit of NT$700,000 thousand with the Entic Bank. | |||
| 10 TG applied for credit of NT$800,000 thousand with the Taipei Fubon Bank. | |||
| 11 TG applied for loan credit of NT$600,000 thousand with KGI Bank. | |||
| 12 TG applied for credit of NT$4,080,000 thousand with Mega Bills finance Corp, China Bills Finance Corp, International Bills Finance Corp, Grand Bills Finance Corp, Ta Ching Bills Finance Corp, Taiwan Cooperative Bills Finance Corp, Dah Chung Bills Finance Corp and Taiwan Bills Finance Corp. | |||
| 13 TGCH applied for the credit of US$33,000 thousand with KGI Bank, and asked TG to be the guarantor. | |||
| 14 TGCH applied for the credit of US$10,000 thousand with Taishin International Bank, and asked TG to be the guarantor. | |||
| 15 TAGC applied for the credit of NT$250,000 thousand with the Chang-Hwa Bank,First Bank,Taipei Fubon Bank, and asked TG to be the guarantor. | |||
| 16 TCD applied for the loan of RMB60,000 thousand with First Bank, and asked TG to be the guarantor. | |||
| Motion | 1 Report on the Gas Supply Agreement between Shihlien Chemical Industrial Jiangsu Co., Ltd. (SCJ) and Air Liquide (Huai-an) Co., Ltd. (proposed by Director Lin Por-Shih). |
| Meeting | Date | Items | |
|---|---|---|---|
| The 7thmeeting of the 21stBoard of Directors | 2025-11-03 | Approval | 1 Motion for audit plan 2026. |
| 2 Amendment to the 'Internal Control System' Proposal | |||
| 3 Consolidated financial statements for the first three quarters of 2025. | |||
| 4 TG Changpin Factory-TD fiberglass yarn new construction project. | |||
| 5 Proposal on the Scope of Rank-and-File Employees and Periodic Evaluation. | |||
| 6 TG applied for credit of NT$1,000,000 thousand with the Taipei Fubon Bank. | |||
| 7 TG applied for credit of NT$1,800,000 thousand with the Bank SinoPac. | |||
| 8 TG applied for credit with the Shin Kong Bank. | |||
| 9 TG applied for general credit limit of US$65,000 thousand with the Mizuno Bank. | |||
| 10 TG applied for general credit limit of US$800,000 thousand with the Far Eastern International Bank. | |||
| 11 TG applied for general credit limit of US$300,000 thousand with the Bank of Kaohsiung. | |||
| 12 TG applied for general credit limit of US$1,000,000 thousand with the O-Bank. | |||
| 13 TG applied for the consolidated credit of NT$300,000 thousand with the Export-Import Bank of the Republic of China (Eximbank). | |||
| 14 TG applied for general credit limit of US$400,000 thousand with the Bank of China, Taipei Branch. | |||
| 15 TG and TGCH applied for credit of NT$500,000 thousand with Land Bank of Taiwan. | |||
| 16 TAGC applied for the credit of NT$150,000 thousand with KGI Bank, and asked TG to be the guarantor. | |||
| 17 TBF and TYAU applied for the loan of RMB54,000 thousand with First Bank, and asked TG to be the guarantor. | |||
| The 8thmeeting of the 21stBoard of Directors | 2026-03-09 | Approval | 1 Motion for 2025 Business Report. |
| 2 Motion for parent company only financial statement & consolidated financial statements 2025. | |||
| 3 Motion for 2025 earning distribution. | |||
| 4 2025 TG evaluation of the External Auditor's Independence and Suitability. | |||
| 5 2025 TG commissioned Ernst & Young Accounting Firm for audit and public funds certification. | |||
| 6 Motion for amendments to the "Accounting System". | |||
| 7 Motion for the 2026 operation plan. | |||
| 8 Motion for the assessment of effective internal control system and "Statement of Declaration of Internal Control System" 2025. | |||
| 9 Amendment to the 'Internal Control System' Proposal | |||
| 10 Reconstruction plans of TG Taoyuan and Lukang Factory. | |||
| 11 TG applied for general credit limit of US$500,000 thousand with the Bank SinoPac Co., Ltd.. | |||
| 12 TCD applied for the credit of RMB15,000 thousand with the First Bank, and asked TG to be the guarantor. | |||
| 13 TG Qingdao Glass Co., Ltd. (QFG) to apply for a syndicated loan of RMB 200,000 thousand, with TG acting as the guarantor. | |||
| 14 HNG applied for the credit of RMB30,000 thousand with the Cathay United Bank, and asked TG to be the guarantor. | |||
| 15 Motion for the general shareholders meeting 2026. |
(XI) Adverse opinion from directors or supervisor over important resolution of the Board from the most recent year until the day the Annual Report was printed with records or written declaration, and the contents of such opinion: None.
IV. Audit fee information :
Currency Unit: NTD thousand
| Accounting Firm | Name of CPA | Audit Period | Audit fee | Non-Audit fee | Total | Remark |
|---|---|---|---|---|---|---|
| Ernst & Young | Lee,Yu-Ju | 2025.01.01~2025.12.31 | 9,118 | 6,580 | 15,698 | |
| Huang, Chien-Che |
Note: Non-Audit fee expenses are NT$6,580 thousand for the grant thornton, transfer pricing report, ESG report, reimbursement and report documentation services.
In the event of any of the following circumstances, the Company shall disclose the independent auditor fee information:
(I) In the case of change of independent auditing firm and the audit fees of the year in which the independent auditing firm was changed less than that of the previous year, please disclose the amount of audit fees before and after the change, and reasons of the change: N/A.
(II) In the case of audit fees less than that of the previous year by more than 10%, please disclose the decrease in the audit fees, and proportion and cause thereof: N/A.
V. Information on the replacement of independent auditors for the most recent two years and afterwards: N/A.
VI. Name of auditing firm or its affiliates at which the company's chairman, president, or managers responsible for financial or accounting matters was an employee over the past tear, his/her position and employment period: N/A.
- 63 -
VII. Equity changes, transfers, and pledges of directors, supervisors, managers and shareholders who hold more than $10\%$ of the Company's shares in the most recent year and until the date of publication of the Annual Report:
| Job Title | Name | 2025 | Until April 14 in the current year | Remarks | ||
|---|---|---|---|---|---|---|
| Increase (decrease) in No. of Shares | Increase (decrease) in No. of Pledged Shares | Increase (decrease) in No. of Shares | Increase (decrease) in No. of Pledged Shares | |||
| Chairman | Lin, P F | 0 | 0 | 0 | 0 | |
| Chairman, President & CEO | Lin, P S | 0 | 0 | 0 | 0 | |
| Director | Lin, P C | 0 | 0 | 0 | 0 | |
| Director | Lim, H T | 0 | 0 | 0 | 0 | |
| Director | Peng,C H | 0 | 0 | 0 | 0 | |
| Director | Tai Hong Investment Co., Ltd. Representative: Hsu, L L | 0 | 0 | 0 | 0 | Major Shareholder |
| Director | Tai Hong Investment Co., Ltd. Representative: Lin, C H | 0 | 0 | 0 | 0 | |
| Director | Tai Hong Investment Co., Ltd. Representative: Lin, C Y | 0 | 0 | 0 | 0 | |
| Director | Ho Ho Investment Co., Ltd. Representative: Lin, C M | 0 | 0 | 0 | 0 | Major Shareholder |
| Director | Lien, S W | 0 | 0 | 0 | 0 | |
| Independent Director | Lin, S C | 0 | 0 | 0 | 0 | |
| Independent Director | Lin, Z Y | 0 | 0 | 0 | 0 | |
| Independent Director | Wang, Y C | 0 | 0 | 0 | 0 | |
| Independent Director | Chen, H M | 0 | 0 | 0 | 0 | |
| Independent Director | Lin, M L | 0 | 0 | 0 | 0 | |
| Vice President | Lin, C H | 0 | 0 | 0 | 0 | |
| Vice President | Lin, C Y | 0 | 0 | 0 | 0 | |
| Vice President Financial Officer | Lin, C M | 0 | 0 | 0 | 0 | |
| Vice President | Tsai, T M | 0 | 0 | 0 | 0 | |
| Manager, Accounting | Huang, Y H | 0 | 0 | 0 | 0 | |
| Manager, Corporate governance affairs | Pan, Y L | 0 | 0 | 0 | 0 |
Note 1: The shareholders who hold more than $10\%$ of the Company's shares shall be identified as major shareholders and stated separately.
Note 2: Where the counterparts of shares through transfer and pledged under lien are related parties, it is also necessary to complete the following table.
Information about equity transfer: The trading counterparts are not related parties.
Information about equity pledged under lien: The trading counterparts are not related parties.
VIII.Relationship among the Top Ten Shareholders:
The current year
Until April 14 in
| Name | Current Shareholding | Spouse's/minor's Shareholding | Shareholding by Nominee Arrangement | Name and Relationship Between the Company's Top Ten Shareholders, or Spouses or Relatives Within Two Degrees | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Name | Relationship | ||
| Tai Hong Investment Co., Ltd. | 420,137,922 | 14.45% | 0 | 0 | 0 | 0 | Tai Cheng,Chia Hung Co., Ltd. | Note 4 | |
| Chairman: Lin, P F | 20,603,512 | 0.71% | 2,690,233 | 0.09% | Ho Ho. Tai Chien. Tai Yu. Tai Chia. Lim Ken Seng Kah Kih. TG Pension Fund Management Committee | Note 5 | |||
| Ho Ho Investment Co., Ltd. | 402,748,231 | 13.85% | 0 | 0 | 0 | 0 | Tai Yu. Lim Ken Seng Kah Kih. TG Pension Fund Management Committee | Note 4 | |
| Chairman: Lin, P S | 14,897,934 | 0.51% | 2,410,157 | 0.08% | Tai Hong. Tai Chien. Tai Cheng. Tai Chia, Chia Hung Co., Ltd. | Note 5 | |||
| Tai Chien Investment Co., Ltd. | 249,002,246 | 8.56% | 0 | 0 | 0 | 0 | Tai Chia | Note 4 | |
| Chairman: Lin, P C | 6,191,002 | 0.21% | 4,729,447 | 0.16% | Tai Hong. Ho Ho. Tai Yu. Tai Cheng. Lim Ken Seng Kah Kih. TG Pension Fund Management Committee, Chia Hung Co., Ltd. | Note 5 | |||
| Tai Yu Investment Co., Ltd. | 245,538,788 | 8.44% | 0 | 0 | 0 | 0 | Ho Ho. Lim Ken Seng Kah Kih. TG Pension Fund Management Committee | Note 4 | |
| Chairman: Lin, P S | 14,897,934 | 0.51% | 2,410,157 | 0.08% | Tai Hong. Tai Chien. Tai Cheng. Tai Chia. Chia Hung Co., Ltd. | Note 5 | |||
| Tai Cheng Investment Co., Ltd. | 200,695,247 | 6.90% | 0 | 0 | 0 | 0 | Tai Hong,Chia Hung Co., Ltd. | Note 4 | |
| Chairman: Lin, P F | 20,603,512 | 0.71% | 2,690,233 | 0.09% | Ho Ho. Tai Chien. Tai Yu. Tai Chia. Lim Ken Seng Kah Kih. TG Pension Fund Management Committee | Note 5 | |||
| Tai Chia Investment Co., Ltd. | 157,795,282 | 5.43% | 0 | 0 | 0 | 0 | Tai Chien | Note 4 | |
| Chairman: Lin, P C | 6,191,002 | 0.21% | 4,729,447 | 0.16% | Tai Hong. Ho Ho. Tai Yu. Tai Cheng. Lim Ken Seng Kah Kih. TG Pension Fund Management Committee, Chia Hung Co., Ltd. | Note 5 | |||
| Lim Ken Seng Kah Kih Co., Ltd. | 127,530,500 | 4.39% | 0 | 0 | 0 | 0 | Ho Ho. Tai Yu. TG Pension Fund Management Committee | Note 4 | |
| Chairman: Lin, P S | 14,897,934 | 0.51% | 2,410,157 | 0.08% | Tai Hong. Tai Chien. Tai Cheng. Tai Chia,Chia Hung Co., Ltd. | Note 5 | |||
| TG Pension Fund Management Committee | 39,289,622 | 1.35% | 0 | 0 | 0 | 0 | Ho Ho. Tai Yu. Lim Ken Seng Kah Kih | Note 4 | |
| Chairman: Lin, P S | 14,897,934 | 0.51% | 2,410,157 | 0.08% | Tai Hong. Tai Chien. Tai Cheng. Tai Chia,Chia Hung Co., Ltd. | Note 5 | |||
| S.E.A. Glass Industry Pte Ltd. | 24,942,058 | 0.86% | 0 | 0 | 0 | 0 | - | - | |
| 0 | 0 | 0 | 0 | ||||||
| Lin, P F | 20,603,512 | 0.71% | 2,690,233 | 0.09% | 0 | 0 | Ho Ho. Tai Chien. Tai Yu. Tai Chia. Lim Ken Seng Kah Kih. TG Pension Fund Management Committee | Note 5 |
—65—
Note 1: The shareholders’ names shall be identified separately (in the case of corporate shareholders, the corporate shareholders’ names and representatives shall be identified separately).
Note 2: The ratio of shareholding is calculated in terms of own shareholdings, shares held by spouse & children under age or shareholdings under the title of a third party.
Note 3: The shareholders’ are including institutional shareholder and natural person. Shareholders’ shall be disclosing related to one another under Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Note 4: The representative of the legal entity is the same person.
Note 5: The relations between the representatives of the legal entities are two-degree relatives.
— 66 —
IX. Total shareholding ratio in each invested enterprise invested by the Company, and the Company's directors, supervisors, managers, and enterprises controlled by the Company directly or indirectly, and consolidated shareholdings thereof:
December 31, 2025 Unit: share; %
| Investee (Note) | Invested by the Company | Invested by directors, supervisors, managers, and enterprises controlled by the Company directly or indirectly | Combined investment | |||
|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | |
| TGUS | 4,612 | 100.00 | 4,612 | 100.00 | ||
| TGCH | 977,400,651 | 93.98 | 977,400,651 | 93.98 | ||
| TAGC | 26,100,000 | 87.00 | 26,100,000 | 87.00 |
Note:
The Company's long-term equity investment under the equity method
Three. Status of Capital Planning
I. Sources of capital stock:
| Date | Issuing price | Authorized capital stock | Issued capital stock | Remarks | ||||
|---|---|---|---|---|---|---|---|---|
| Shares (thousand shares) | Amount (NTD Thousand) | Shares (thousand shares) | Amount (NTD Thousand) | Sources of Capital Stock (NTD Thousand) | Offset by any property other than cash | Others | ||
| 2025-12 | 10 | 3,000,000 | 30,000,000 | 2,908,061 | 29,080,608 | Capital NT$150,000 at the time of incorporation | ||
| Capital increase in cash NT$5,410,510 | ||||||||
| Recapitalization of earnings NT$22,458,098 | ||||||||
| Recapitalizations of capital reserve NT$938,365 | ||||||||
| Capital increase upon merge of TFG: NT123,635 | None | None | ||||||
| 2026-05 | 10 | 3,000,000 | 30,000,000 | 2,908,061 | 29,080,608 | Capital NT$150,000 at the time of incorporation | ||
| Capital increase in cash NT$5,410,510 | ||||||||
| Recapitalization of earnings NT$22,458,098 | ||||||||
| Recapitalizations of capital reserve NT$938,365 | ||||||||
| Capital increase upon merge of TFG: NT123,635 | None | None | ||||||
| Stock Type | Authorized capital stock | Remarks | ||||||
| --- | --- | --- | --- | --- | ||||
| Outstanding shares | Unissued Shares | Total | ||||||
| Common stock | 2,908,061 thousand shares | 91,939 thousand shares | 3,000,000 thousand shares | Listed stock |
Information about shelf registration system: N/A
II. List of Major Shareholders:
| Share Name of major shareholders | Shares held | Proportion |
|---|---|---|
| Tai Hong Investment Co., Ltd. | 420,137,922 | 14.48% |
| Ho Ho Investment Co., Ltd. | 402,748,231 | 13.85% |
| Tai Chien Investment Co., Ltd. | 249,002,246 | 8.56% |
| Tai Yu Investment Co., Ltd. | 245,538,788 | 8.44% |
| Tai Cheng Investment Co., Ltd. | 200,695,247 | 6.90% |
| Tai Chia Investment Co., Ltd. | 157,795,282 | 5.43% |
| Lim Ken Seng Kah Kih Co., Ltd. | 127,530,500 | 4.39% |
| TG Pension Fund Management Committee | 39,289,622 | 1.35% |
| S E A Glass Industry Pte Ltd. | 24,942,058 | 0.86% |
| Lin, P F | 20,603,512 | 0.71% |
— 69 —
III. Dividend policy and implementation:
(I) Dividend Policy
The shareholder’s meeting of the Company passed a resolution on June 11, 2025 to amend the Company Charter, in which the dividend policy has been revised and reinstated as follows:
According to the Company’s Articles of Incorporation, when there is profit of the current year, the Company shall distribute 1.5% of profit of the current year as employees’ compensation (including no lower than 50% as compensation for non-executive employees) and no higher than 1.5% of profit of the current year as remuneration to directors. However, the Company's accumulated losses shall have been covered.
If there is any profit after annual accounting, it shall be distributed with the following order.
- To restitute deficits.
- To distribute ten percent (10%) of net profits to a legal reserve. If the legal reserve has reached the amount of Capital, it is no limitation.
- To distribute special reserve.
- After distribution of Item 1~3 above mentioned, if there is any net profit remaining, the Board of Directors shall prepare a distribution proposal and submit to the shareholders’ meeting for resolution.
For sound financial planning, appropriate dividend strategies shall be made according to the annual actual operating situation, Capital budget of next annual, and the necessary of supporting capital by profits for sustainable operation and development. After deducted Item 1 to 3 above from Income, the dividends and bonuses above mentioned shall not be lower than 50% of the earnings. Only when the dividends and bonuses is lower than 1% of capital, it can be resolved to transfer all of them to retained earnings and not to be distributed. The rate of distributing cash dividends shall not be lower than 20% of total dividends.
(II) Allocation of dividends proposed at the shareholders’ meeting
The shareholders’ meeting resolved that based on the outstanding common stock totaling 2,908,060,800 shares, the Cash Dividend would be allocated at NT$0.0 per share and Stock Dividend at NT$0.0 per share, totaling NT$0.0 per share.
IV. The effects of stock grants proposed at this shareholders’ meeting on business performance and EPS: N/A, as no stock dividend was allocated.
V. Remuneration to employees, directors and supervisors:
(I) Proportion or scope of remuneration to employees, directors and supervisors as stated in the Company’s Articles of Incorporation:
According to the Company’s Articles of Incorporation, when there is profit of the current year, the Company shall distribute 1.5% of profit of the current year as employees’ compensation (including no lower than 50% as compensation for non-executive employees) and no higher than 1.5% of profit of the current year as remuneration to directors. However, the Company's accumulated losses shall have been covered.
— 70 —
(II) The accounting in the case of deviation from the basis for stating remuneration to employees and remuneration to directors, the basis for calculating the quantity of stock dividends to be allocated, and the actual allocation.
Due to the current loss incurred in 2025, pursuant to Article 26 of the amended company articles, no director or employee remuneration will be distributed.
(III) Information about any proposed allocation of remuneration by the Board of Directors' Meeting:
- Allocation of cash remuneration and stock remuneration to employees/directors/supervisors.
Due to the current loss incurred in 2025, pursuant to Article 26 of the amended company articles, no director or employee remuneration will be distributed.
- Quantity of stock remuneration to be allocated to employees, and the proportion thereof to net income, and total of the same and remuneration to employees to net income, for the current period:
No stock remunerations have been allocated to employees.
(IV) The actual allocation of remuneration to employees/directors/supervisors in the previous year (including the number, amount and stock price of allocated shares), the remuneration between the actual allocation and the estimated figures, if any, and cause and treatment thereof.
Due to the current loss incurred in 2024, pursuant to Article 26 of the amended company articles, no director or employee remuneration will be distributed.
VI. Buyback of common stocks: N/A
VII. Information on the Company's Issuance of Corporate Bonds: N/A
VIII. Information on Preferred Shares, Global Depository Receipts, Employee Stock Warrants and Issuance of New Shares in Connection with a Merger or Acquisition or with Acquisition of Shares of Any Other Company: N/A
IX. The Company's Capital Allocation Plans: N/A
— 71 —
Four. Overview of Operations
I. Content
(I) Scope of Business
-
The scope of business covers the following areas:
(1) Mining, processing, and sale of glass materials.
(2) Manufacturing and sale of flat glass products.
(3) Manufacturing and sale of rolled glass products.
(4) Manufacturing and sale of wire glass products.
(5) Processing and sale of reflective flat glass products.
(6) Processing and sale of tempered and laminated glass products.
(7) Processing and sale of mirror glass products.
(8) Processing and sale of insulating multi-layer glass products.
(9) Processing and sale of railcar coach glass products.
(10) Processing and sale of tabletop and beveled glass products.
(11) Manufacturing and sale of general glass container products.
(12) Manufacturing, processing and sale of high temperature-resistant glass products.
(13) Manufacturing, processing and sale of fiberglass reinforced and fabric products.
(14) Export of glass manufacturing machinery and technologies.
(15) Import and export of glass materials and machinery.
(16) Glass installation project engineering.
(17) Taiwan Glass may conduct businesses other than the registered categories permitted by the laws and relevant regulations. -
Current Major Products and Ratio of the Company
| Major Products | Ratio |
|---|---|
| Flat Glass | 59.63% |
| Glass Fiber | 31.31% |
| Glass Container | 9.06% |
- Products under Development:
(1) Changpin Plant developed a series of high-performance toughened triple silver coating Low-E glass and toughened double silver coating Low-E glass.
(2) Heat resistant milk bottles and laboratory bottles, stable quality and continuous growth, and development of high-white spirit bottles and promoting lightweight, lead-free, low-temperature coloring material processing.
(3) TG brand homeware was officially launched in December 2018 and has sold 130 items so far, and the brand develops 20 new products each year. This brand will help Taiwan Glass to enhance product value and to enter B2C market. The TG flagship store was opened at the first floor of the Taiwan Glass Building on December 15, 2020.
— 72 —
(II) Overview of the Industry: This section briefly describes the current status and development of this industry, the links between the upper, middle, and lower stream products and the development/market trend and competition in the industry.

— 74 —
1 Flat Glass:
(1) Current Status and Development:
A、Taiwan Glass Industrial Co. Ltd. (TGI) responds to the fluctuations in domestic and global demand and the world economy by making timely adjustments to the production lines and the capacity of the processing plants. It also actively seeks business opportunities with a focus on the domestic market and holds an ambition to venture into the export market under the principle of stable costs for maximum competitiveness.
B、With the advantage of an integrated supply chain and in response to the policy of “Service-oriented Manufacture”, TGI teams up with its partners to confront competition in the domestic and foreign markets and create a market-leading brand.
C、In response to the development of energy-efficient architecture and the optoelectronic industry, in addition to continuously developing energy-saving and environmentally friendly Low-E coated glass technology, TGI has further upgraded the processing equipment and production capacity at the Chuanghua Coastal Industrial Park to meet the demand in the domestic market for energy-efficient construction.
D、Uncertainty of ECFA. Under the influence of CPTPP, ASEAN treaties and agreements between the US and South Korea, the emerging nations in Asia are expanding their glass production lines and capacities rapidly with upgraded technology; TGI is expected to encounter fierce competition in the market.
E、Unexpected uncertainties in the global economy, such as a slow recovery in the U.S.-China trade war and on both sides of the Taiwan Strait, are creating instability.
2 Fiberglass Fabric and Reinforced
(1) Fiberglass fabric is an upstream material for PCB production; therefore, it is highly sensitive to fluctuations in the electronic market and characterized by a closely-knit network in the industrial supply chain. The final product is developed towards slim, high precision, and high performance, in order to achieve market differentiation.
(2) The Company has successfully developed and mass-produced first- and second-generation low dielectric (LDK) fiberglass fabrics, as well as low coefficient of thermal expansion (Low CTE) fiberglass fabrics, to meet market demand for high-frequency, high-speed 5G materials.
(3) Fiberglass reinforced is mainly used for thermal-plastic related applications. It is a green product gradually replacing the thermal-setting manufacturing process; therefore a higher level of quality is demanded. This is beneficial
for TGI in the sense that it avoids direct impact from the competition of lower-quality fiberglass manufacturing regions.
3 General Containers
(1) With the global trend of energy conservation and carbon reduction, we are actively replacing energy systems, increasing the recycled glass content, and focusing on bottle light weighting as key tasks at this stage.
(2) The main export market is the United States, with active efforts to develop new markets and diversify risks. Additionally, we are developing high-value-added, production-complexity bottles to segment the market and avoid price competition.
4 Heat-Resistant Containers
(1) Due to significant changes in birth rates, there has been a widespread increase in safety awareness and concern regarding the materials used in infant feeding bottles. This has led consumers to show a stronger preference for safer, heat-resistant glass baby bottles.
(2) In response to competition from homogeneous materials produced in China, the Company has invested in advanced printing equipment and ensured compliance with various international quality standards. These efforts enhance product differentiation, enabling global distribution and strengthening customer trust and supply stability.
5 Brand
As the production technology of TAIWAN GLASS for food containers has reached the globally recognized level, the Company has created its own brand TG targeting new groups in pursuit of a high-grade lifestyle, and invited the international design master, Naoto Fukasawa, to incorporate the Taiwanese culture he experienced into design, produce beautiful heat-resistant glassware, and market such products around the world starting from Taiwan.
(III) Overview of Technologies and R&D:
-
TGI's flat glass products have a long lifecycle and significant investment in equipment. The main production technologies are imported from advanced countries. R&D efforts focus on technology improvement, quality enhancement, efficiency optimization, development of energy-saving and carbon-reducing products, as well as low-carbon and low-pollution production.
-
In addition to the high-performance off-line coating, Low-E energy-saving glass, TGI focuses on the R&D of super clear, TCO, and ultra-thin glass in response to the development of the domestic and overseas photovoltaic and display panel industries.
— 75 —
(IV) Short and Long Term Business Development Plan:
- Flat Glass:
Short-term:
As the industry is facing the challenges of shifting global economic blocks and rapid advancement in technologies, through automation and specialized production, TGI aims to lower costs and maximize efficiency. To counter global competition and ensure stable growth in the uncertain outlook of the global economy, TGI will focus on brand positioning, reinforcing customer services, and the development of a wider scope of international customers.
Long-term:
Bulk sales of Low-E glass are the primary focus, reinforcing users' awareness of energy conservation and environmental protection, thereby promoting widespread adoption of Low-E glass.
In response to market demand, TGI will actively develop professional human resources, research/develop new products and procure production facilities for optoelectronic and energy-saving products, aiming to reinforce the industrial cluster advantage in the domestic market as well as to consolidate the TGI plants in Taiwan and China, expand the global marketing channels, and instill a firm foothold for TGI's brands.
- Fiberglass Fabric and Reinforced:
Short-term:
TGI will constantly make adjustments to the product structure in response to market demand, increase the added values and processing level, reinforce customer service, expand the market, and reduce direct exposure to the fluctuations in the market.
Long-term:
For the long-term, TGI targets lower costs by upgrading furnace efficiency, reinforcing product performance, developing new products for higher cost efficiency, and periodically reviewing the need to replace old manufacturing facilities to ensure optimal supply versatility, so as to respond quickly to the changes in market demand.
- General Containers:
Short-term:
- Continuously promote lightweight bottle designs, increase the usage of recycled glass, and actively expand the production of high-value large white wine bottles. Quality standards are aligned with customers' food safety requirements, enhancing overall product quality.
—76—
- Effectively plan order fulfillment and production, reduce loss due to form and color distortion, and increase output.
Long-term:
1. Talent cultivation and organizational upgrade.
2. Constantly introduce new technologies to increase the yield rate and expand the limit of production specifications.
- Heat-Resistant Containers:
Short-term: - Enhance production yield and improve quality consistency to increase output and effectively meet customer expectations and market demand.
Long-term:
1. Invest in talent and technological development while advancing product differentiation to strengthen overall product competitiveness.
- Brand:
Short-term: Increase brand exposure, develop physical and online channels and to undertake interdisciplinary collaborations with established brands.
Long-term: Strengthen brand image, increase added value and to market the brand to the whole world.
II. Overview of Market, Production, and Marketing
(I) Market Analysis
- The major markets by product category
(1) Flat Glass: The domestic market and coop export accounts for 95% and export 5%. The main markets are Asia, Latin America, Australia, Europe, Africa, and North America.
(2) Fiberglass Fabric and Reinforced: The domestic market accounts for 41% and export 59%. The main markets are Europe, the US, China, Japan, South Korea, Middle East, Southeast Asia, New Zealand, and Australia.
(3) General Container: The domestic market accounts for 65% and export 35%. The main markets are the US, Japan, New Zealand, Australia, China, and Germany.
(4) Heat-Resistant Containers: The domestic market accounts for 10% and export 90%. The main markets are the China, Southeast Asia, the US, Middle East, and Europe.
-77-
- Market Share:
(1) Flat glass takes up approximately 75% of the domestic market.
(2) Fiberglass Fabric and Reinforced: Fiberglass fabric takes up approximately 35% and fiberglass reinforced 55% of the domestic market.
(3) General Container takes up approximately 60% of the domestic market.
(4) Heat-Resistant Containers take up approximately 90% of the domestic market.
- Future Supply and Market Growth
Flat Glass:
A. TGI adjusts production lines timely to respond to the changes in the global economy and the demand in the domestic and export market.
B. The film coating technology and quality of ChangPin Processing Plant have reached international standards, thus setting a brand status in premium green construction materials and reinforcing faith in future competitions.
C. With the spirit of teamwork, TGI has consolidated the processing facilities and R&D capacities in the entire supply chain and continues to strive for orders with higher prices and vie for international brand exposure.
D. TGI's flat glass production lines are well distributed in the regions of China. These production plants are currently sufficient to supply the Chinese market; in addition, we are working towards quality upgrade for the export market, as well as expanding the global marketing network, creating higher product values and competitiveness.
Fiberglass Fabric and Reinforced:
A. TGI is working to upgrade production capacity, lower costs, and increase market share.
B. The global fiberglass reinforced market is competitive at different levels and it is differentiated by quality. TGI focuses on lowering costs, enhancing product performance and values.
General Container: Domestic demand from key customers is stable, while the export division continues to develop new customers in Japan.
Heat-Resistant Containers: Due to significant changes in birth rates, there has been a widespread increase in safety awareness and concern regarding the materials used in infant feeding bottles. This has led consumers to show a stronger preference for safer, heat-resistant glass baby bottles.
— 78 —
- Advantages and Disadvantages in Competitive Niche, Future Development and Contingency Measures
Competitive Niche:
TGI possesses sound financial health, economy of scale and high-efficiency manufacturing process. With comprehensive quality management, mutual supply and marketing chain, TGI’s competitive edge lies in our versatility.
Advantages:
Flat Glass
TGI and its plants in China employ a simple, flexible management system to ensure utmost quality. Furthermore, our price and production can be adjusted to quickly adapt to market changes with efficiency and clarity, develop Low-E glass. This expansion will meet future demand in the construction and energy markets. A subsidiary plant of TGI specialized in glass material processing has been established, which is expected to decrease the cost of materials and increase competitiveness.
Fiberglass Fabric and Reinforced
TGI supplies 100% of the fiberglass yarn for its own production of fiberglass fabric and fiberglass; therefore the company is somewhat immune to the price, demand and supply fluctuations in the market. The production lines are extremely versatile and the quality of the products has garnered a good reputation for the firm. TGI has a good grasp of market information and the distribution channels also demonstrate a high level of loyalty.
General Container
1. TGI’s comprehensive talent cultivation, quality management and efficient services facilitate upgrades in product quality and quantity, in turn endowing TGI with competitive advantage.
2. Continue to optimize online inspection facility and an automated packaging facility. This not only improves TGI’s competitiveness but also differentiates it from the competitors in the market.
Heat-Resistant Containers
Introduce advanced production equipment from Europe and install multi-color printing machines adaptable to various ink properties to meet diverse market positioning needs. In addition, provide value-added services such as equipment modification, assembly, and product certification to strengthen long-term customer relationships and enhance competitive differentiation in the market.
— 79 —
Disadvantages:
Flat Glass
Since Taiwan became a member of the WTO, global competition has gradually emerged. Under the influence of emerging countries and expanded regional trade treaties between the Asian nations, especially ECFA, if Taiwan continues to increase the import of glass products from China, the cheap products with inconsistent quality will no doubt impact upon the domestic market. Uncertainties in the global market have not been clarified as expected; therefore, demand in the domestic construction, photovoltaic and car industries is not expected to increase significantly. Affected by cheap Chinese imports, the price of domestically produced products will remain low.
Fiberglass Fabric and Reinforced
The electronics market is highly volatile, therefore the actual trends often differ from the forecasts. Since Taiwan is adjacent to China, the market is facing fierce competition from vigorous production expansion and price wars.
General Container
Competitions from glass bottle manufacturers in China and U.S., and cost increase impacted the unit price at home and abroad.
Heat-Resistant Containers
Amid price competition from China manufacturers offering products with similar materials, although the Company's glass demonstrates superior heat resistance, demand may be affected in segments where high heat resistance is not a critical requirement
Contingency Measures:
Flat Glass
TGI will reinforce specialized human resources and technologies, develop new products, update facilities with automated systems, upgrade product added-value and develop an international brand. TGI intends to cultivate professional marketing channels in order to develop diversified and innovative products to ensure our global competitiveness.
Fiberglass Fabric and Reinforced
TGI will cut down on costs, reinforce R&D and technology upgrades, devise flexible pricing strategies, secure domestic market share and fulfill our customers' demands regarding specifications, packaging, and delivery. The company aims to provide flexible services, avoid engaging in price wars and ensure good product quality.
- 80 -
General Container
TGI intends to cut down on costs by maximizing production efficiency, implementing energy-saving measures and striving to maintain a high standard of quality and services. We expect to stay ahead in global competition through differentiation.
Heat-Resistant Containers
Introduce advanced production equipment from Europe and install multi-color printing machines adaptable to various ink properties to meet diverse market positioning needs. In addition, provide value-added services such as equipment modification, assembly, and product certification to strengthen long-term customer relationships and enhance competitive differentiation in the market.
(II) Applications of the Major Products and the Production Process
- Applications of the Major Products
| Product | Application |
|---|---|
| Flat Glass | Building construction, furniture, home decoration, mirrors, automotives and boats, photovoltaic covers and touch screen |
| Fiberglass Fabric | Electronic and information products |
| Fiberglass Reinforced | Reinforcement for yachts, building material, industries, engineering, sports goods |
| General Container | Food, beverages, spirits, medical packaging, storage and airtight containers |
| Heat-Resistant Containers | laboratory glassware and infant feeding bottles |
- Production Processes

(1) Flat Glass

(2) General Container and Heat-Resistant Containers

(3) Fiberglass Fabric
Gob → (drawing) → (winding) → bobbin → (spinning) → fiberglass yarn
→ (warping) → (sizing) → (healding) → (weaving) → (desizing)
→ (finishing) → fiberglass fabric
(4) FRP Fiberglass Reinforced

(III) Supply of the Major Materials
The principal raw materials used in the glass industry include silica sand, soda ash, kaolin, fluorite powder, nepheline powder, dolomite, and limestone. Silica sand is imported from Australia through Mitsubishi Corporation; soda ash is sourced from WE Soda Ltd.; and kaolin is procured from Wakinson Company through its U.S. agent, AMI. Overall, the Company maintains stable and sufficient sources of raw materials, ensuring an uninterrupted supply.
(IV) Customers accounting for 10% or more of the Company’s total purchase (sales) amount in either of the most recent two years, the most recent two years, the amounts brought from (slod to) each, and the percentage of total procurement (sales) accounted for by each, and the cause for increase/decrease thereof.
- Sales: There was no customer accounting for 10% or more the Company’s total sales in either of the most recent two years.
- Purchase: There was no customer accounting for 10% or more the Company’s total purchase in either of the most recent two years.
III. Employee information for the most recent two years up to the publication of this Annual Report:
| Year | 2024 | 2025 | Until March 31, 2026 | |
|---|---|---|---|---|
| Employee No. | Staff | 3,328 | 3,468 | 3,474 |
| Employee | 8,355 | 9,254 | 9,081 | |
| Total | 11,683 | 12,722 | 12,555 | |
| Average age | 40 | 40 | 39 | |
| Average seniority | 13.0 | 12.2 | 12.1 | |
| Education Background % | Doctoral | 0.1 | 0.1 | 0.1 |
| Master’s | 3.6 | 3.3 | 3.3 | |
| University | 39.6 | 38.1 | 38.2 | |
| College | 17.8 | 16.9 | 16.6 | |
| Senior High Schools | 34.6 | 37.2 | 37.5 | |
| Below Senior High Schools | 4.3 | 4.4 | 4.3 |
IV. Environment protection measures:
(I) Loss and penalty suffered from environmental pollution from the most recent year until the date the Annual Report was printed: N/A
(II) Countermeasures and potential expenses:
The expenditure on environmental protection in 2025: NT$632,504 thousand.
The estimated expenditure on environmental protection in 2026: NT$631,060 thousand.
(III) Information about RoHS:
The Company has complied with RoHS, without prejudicing the Company’s finance and business.
V. Labor Relations:
(I) The Company’s employee fringe benefits, continuing education, training, retirement system and implementation thereof, and various labor-management agreements and measures on protection of employees’ interest and right:
- Employee welfare:
With the aim to take care of and ensure the employees’ living conditions, TGI offers basic welfare measures according to the applicable laws and also provides or sponsors the development of various benefit plans, including establishing the employee welfare committee to manage any and all matters related to the welfare of its employees, and to plan and execute the benefit plans. The current welfare measures are as follows:
| Health care | ★ Employee health examination package that is better than the requirements stipulated in the laws and regulations.
★ Family members of employees can enjoy health checkup at discounted prices.
★ Factory-based doctors and nurses or on-site health services.
★ Implement the four major plans of occupational safety and employee health management.
★ Actively promote exercise clubs and health seminars.
★ Establishment of basketball court, fitness room, and table tennis room. |
| --- | --- |
—83—
2. Continued education and training:
The core objective of Taiwan Glass is to cultivate professional talents. The Company values career planning and individual development of its employees, and strives to convey TGI's mission, vision, and value through talent development. Dedicated personnel plan courses for new and current Taiwan Glass employees in each year based on organizational strategies and results of training need surveys and analysis. Such courses range from common courses, professional courses, to management knowledge and self-development training courses.
| Education and Training System for Taiwan Glass Employees | ||
|---|---|---|
| New employee orientation and education | Common courses | Group Introduction · staff instructions · regulations · occupational safety and health training, human resource Management system, professional document reading, etc. |
| Professional courses | Unit Course,factory internship, etc. | |
| Counselor system | 1. Through the mutual assistance mechanism of employees, we promote employees' inheritance of experience and knowledge. 2. By providing one-on-one caring, guidance and coaching from skilled senior mentors, new employees can be empowered to blend in faster and adapt to the work environment and retention rate can be increased accordingly. 3. Discover issues encountered by new employees as early as possible during the counseling period and offer assistance. If they are unable to do the job, communicate with them and improve the issue as soon as possible. | |
| On-the-job education and training | Annual education and training | Each department is asked to plan course needs at the end of each year, and the needs are integrated with course plans for the second half of the year to formulate a set of annual course schedule and syllabus. |
| On-the-job education and training | Application for external training | Depending on the needs of each department, employees will be selected to participate in the external training to strengthen professional knowledge. |
| Training for other work exercise courses (survey for employees' interests). | ||
| New employee orientation and education | Annual education and training | Each department is asked to plan course needs at the end of each year, and the needs are integrated with course plans for the second half of the year to formulate a set of annual course schedule and syllabus. |
| On-the-job education and training | Annual education and training | Each department is asked to plan course needs at the end of each year, and the needs are integrated with course plans for the second half of the year to formulate a set of annual course schedule and syllabus. |
—85—
| Education and Training System for Taiwan Glass Employees | |
| --- | --- |
| Diversified development training | Diversified developing training courses are organized to enhance the knowledge and skills of employees in line with regulatory requirements and based on requests from each plant.
1. Regulatory requirements: information security course, fire drill course, personal data security and protection, occupational safety and health advocacy, and anti-workplace harassment courses and more.
2. professional skill: language courses, industry trend research courses and training, and emergency rescue and more. |
Taiwan Glass has formulated a comprehensive training system and provides diverse learning channels, and enhances employees' awareness for human rights, occupational safety, and legal compliance through systematic training on subjects such as: entry-level employee standardized operations, optimized management functionalities for executives, and advocacy for occupational safety and health education.
A dedicated personnel and training center has been set up at Taiwan Glass that uniformly plans various types of training, formulates annual training plan, and develops needed technical and management personnel related to the glass industry through professional courses, training, and hands-on practice. In case other qualifications are needed at work (such as level of education, technical competency, license or experience, etc.), appropriate personnel will be selected and evaluated accordingly (e.g. professional license should be required for operators of cranes and stackers).
- Retirement System:
The Company has defined the employee retirement plan, and established the Pension Fund Management Committee in 1980, and contributed 8% of the total salaries as the pension fund on a monthly basis. As of January 1, 1987, the contribution of pension fund was made at the specific percentage of the total salaries on a monthly basis pursuant to the "Labor Standard Act". As of January 1, 1995, the contribution rate was 15%. As of September 1, 2004, the contribution rate was 9.27%. As of May 1, 2005, the contribution rate was 6%.
According to the Labor Standard Act, a worker may apply for voluntary retirement at the age of fifty-five and has worked for fifteen years, or has worked for more than twenty-five years, or attains the age of sixty and has worked for ten years. Meanwhile, the Company's work rules provided the retirement conditions superior than those provided in the Labor Standard Act, namely, a worker who attains the age of forty-nine and has worked for more than fifteen years, or who has worked for more than nineteen years may retire earlier upon approval. The pension is awarded subject to the worker's service seniority. Namely, the worker whose seniority attains one year would be awarded with two months' unit, and one month's unit per year for seniority as of 16th year.
As of July 1, 2005, in order to cope with the enforcement of "Labor Pension Act" by the Government, the Company contributed 6% of the monthly salary of a worker who may apply the Act to the Labor Insurance Bureau accordingly.
TGI, based on Labor Standards Act and Labor Pension Act, has formulated a retirement policy. Employees that joined the company before June 30, 2005, will enjoy pensions calculated based on the old labor pension system. If an employee chooses the new pension system, he/she can enjoy the new system's seniority. The old pension fund is with an
amount equivalent to 6% of the monthly salary appropriated for each employee subject to the old retirement plan and deposited in the pension reserve account at the Central Trust of China. The new pension fund, in addition to an amount equivalent to 6% of the monthly salary appropriated by the employer to the employee's personal pension account, the employees can also choose to appropriate an amount equivalent to 0%~6% of the monthly salary discretionary. All employees have participated in the retirement plan. In addition to appropriating pension to the respective accounts regularly, TGI has a professional accounting consultant that precisely calculates the pension to ensure that the company appropriates enough pensions every month so that our employees can receive pension after retirement.
TGI's retirement policy not only guarantees the employees their pensions in the future, but the clear rules regarding employee retirement can be implemented precisely and help our employees plan their retirement. In 2025, 51 employees retired, with an average of 27.75 years of service. Senior supervisors were presented with medals from the chairman/president as a token of appreciation for their service over the years.
- Work environment and personal safety protection measures
(1) Health Monitoring-ups (pre-employment physical examinations and regular employee physical examination):
New employees must complete a physical examination before starting working at TG. The company uses the examination report to assign new employees to a suitable position, place them in the correct category for management, provide health education and keep track of the employee's health. Our formal employees receive a health checkup every two years. For those in hazardous positions, they receive a special physical examination a year and sanitation and health education four times. The results are submitted to the company's nurse practitioners stationed at each factory who analyze and preserve the reports to understand the employees' health. Nurse practitioners will provide health education to those at high health risk and arrange them for repeat doctor visits to keep track of their health condition and help them receive treatment if necessary. The nurse practitioners will follow up with employees' health conditions and evaluate whether or not they are fit for their current positions. When needed, they will help employees get reassigned to other positions. Health-promoting activities are planned based on the staff's health conditions.
Taiwan Glass regularly and timely provides health education information via e-bulletin based on seasonal and pandemic conditions. Electronic sphygmomanometers and body mass and weight monitor (measures weight, body fat, physical age, basal metabolism rate, visceral fat, and body mass index for the fully body, arms, body, and feet and skeletal muscle rate) are placed at the nurse's office, allowing employees to monitor their health and to encourage weight loss management.
For employees on shifts or extended working hours with comprehensive hazardous factors including overweight, smoking, abnormal blood pressure or diabetes, and screen groups with potential risks via the Work Hour Review Chart. Relevant operating evaluation will be undertaken on said groups after extensive data collection, and doctors will diagnose, transfer the patients to relevant department for treatment, and provide
—86—
health education. Operating adjustment and restraint will be recommended when necessary, and the situation will be continuously monitored to maintain the physical and mental well-being of employees.
(2) Ergonomic Injury Prevention
A safe and healthy workplace environment has been formulated to prevent ergonomic hazards and repeated muscular or skeletal injuries sustained by employees during work. Taiwan Glass conducts data collection, analysis, and tiered management based on different types of employees' work, and drafts improvement method and health promotional activities based on the condition of muscular/skeletal injuries or diseases and work environment.
(3) Plan to Prevent Disease Caused by Unusual Workload :
All the measures aim to prevent brain and cardiovascular diseases among our employees and reduce their mental load. Taiwan Glass keeps track and evaluate risks of our employees' health conditions, nature of work (shifts, night shifts, long work hours, unusual workload and unusual workload) and work hours. For employees with potential health risks, Taiwan Glass arranges doctors to provide them with health education or refers them to seek medical assistance. The company also helps such workers adjust their workload and provides them with information on health education.
(4) A preventive plan for duty implementation subject to illicit violation
Taiwan Glass clearly declares the principle of “Zero Tolerance” in workplace violence. It specifies relevant disciplinary regulations in the work rules of employees, and announces relevant safety and health measures policies, establishes complaints, notification channels and follow-up processing mechanisms, and implements and advocates them in public places, such as, new recruits reporting to duty and with education and training provided, so that all employees and interested parties understand clearly, and then to achieve a workplace culture of safety, dignity, non-discrimination, mutual respect, tolerance, and equal opportunities, and ensure the physical and mental health of employees.
In response to the amendment to the “Act of Gender Equality in Employment” on March 8, 2024, Taiwan Glass has established relevant management measures, and implemented education and training for management and all colleagues. By doing this, we aim to strengthen the awareness and responsibility for the prevention of sexual harassment and gender equality.
(5) Workplace maternal health protection
Taiwan Glass cares for the employees' work environment, and actively cares for and evaluates the risks in work environment for female workers from pregnancies to one year after childbirth. Sessions with occupational health doctors are arranged, and adequacy evaluation and recommendation is proposed based on individual health condition of the female employees. Besides providing healthcare education and knowledge, work content and hours are also flexibly arranged to ensure the work and physical safety of TGI's employees.
—87—
(6) Occupational Safety Management
TGI's occupational hazard management operates on a principle of zero-hazard. This principle is also the benchmark for various safety tasks throughout Taiwan Glass's plants. The operating mechanism of occupational hazard management targets the reporting and investigation of accidents and near miss incidents, and completion of improvements to the preventive hazard procedures. Additionally, occupational hazard statistical data and clarifying the reasons behind such incidents are also executed and included as key preventive measures. The key preventive measures and methods are disseminated to each department in the hopes of effectively preventing the recurrence and reducing the severity of similar accidents.
- Benefits for occupational accidents:
The Company has also defined the benefit plan for employees who are injured or deceased in the performance of job duty. For example, if any employee strives to rescue any co-worker or job at risk of his own life, or still performs his job fearless of any danger, or still performs his job at a dangerous location or during a dangerous period, he would be paid the wages in full, in addition to the special benefits equivalent to the salary of 6-24 months, pursuant to the reimbursement clauses for occupation accident, subject to the circumstances. The employee who dies in the performance of job duty would be granted the benefit in full subject to his seniority. Additionally, the funeral subsidy equivalent to the salary of five months or two months would be also granted for the injury or death on duty. The employee who leaves without pay upon expiration of the sick leave and dies of the sickness within one year after the leave without pay shall be deemed deceased on duty and granted the benefit as required.
- Labor-Management Consensus and Measures of Protecting Employees' Rights:
(1) TGI maintains a constant policy of pension allocation and payment and retain professional accounting consultant each year to provide actuary services and ensure that the amount allocated is sufficient to uphold the retirement rights.
(2) While pursuing the growth of the company, TGI has established the accounting system and internal control system to ensure the implementation of the ethical management to possibly assured the company's each unit is performing business in accordance of relevant laws and regulations like the Company Act, Securities and Exchange Act, the regulations related to the public listed, OTC companies and other relevant laws and regulations of other business behaviors. The entire employees of the company had signed the Ethical Corporate Management Best Practice Principles for Employees for the Ethical Corporate Management Best Practice Principles, there are 245 people signed for newly recruited employees in 2025 with the rate of signed as 100%. In addition, the training related to the ethical management (including Rules and Procedures required for the Employees, Corporate Social Responsibility and other issues) with 1,150 attendees, 1,040 hours of training. The board of directors approved the "Measures for the Report on Illegal, Immoral and Dishonest Acts" on August 08, 2018 for putting the Article 20 of the Ethical Corporate Management Best Practice Principles in practice, clearly disclose the handling unit, channels, handling procedures and others when reporting and published the reporting email account and phone line for employees to report on the internal website and established the email
—88—
communication channel on the external website for reporting and suggesting anytime, whether is suggestions to the company's management policy or the employees treated unequally (for example sexual harassment, workplace violence and etc.), employees may response and suggest to the company under the basis of confidentiality.
(3) TGI complies with international labor conventions and relevant domestic trade union laws and regulations. Labor unions have been established in some factory areas. The Company entered into a collective agreement with the Lukang Plant labor union on September 11, 2018. Upon expiration, the agreement was successfully renewed on October 20, 2021, and again on November 12, 2024. The current agreement remains in effect until November 2027. Key provisions of the agreement include its scope of application, procedures for union participation by new employees, the convening of the union members' general assembly and related company subsidies, union leave entitlements, as well as terms of validity and renewal mechanisms. The agreement applies specifically to members of the Lukang Plant labor union, representing approximately 20% coverage. Negotiations with the labor unions of the Hsinchu and Taichung Plants are ongoing, and no collective agreements have been signed as of yet. For the Head Office, Taoyuan Plant, and Changbin Plant, no labor unions have been established; therefore, collective agreements are not applicable. Nevertheless, labor-management meetings are duly convened in accordance with legal requirements to ensure that employee rights and concerns are adequately addressed and respected. The company holds labor-management meeting regularly and has established an employees' email, bulletin and contact number as the channel for employees to express themselves, instantly receiving opinions and appointed relevant personnel to attend the meeting and response to the meeting proposal to use as the reference for further improvement and coordination, maintaining smooth labor participation channel and the good labor-management atmosphere.
(4) In order to fulfill corporate social responsibility, and safeguard the basic human rights of all colleagues, customers and stakeholders, Taiwan Glass adheres to the principles disclosed in, the UN International Labor Organization, the UN Global Compact, the UN Guiding Principles on Business and Human Rights, and the UN Universal Declaration of Human Rights, respects internationally recognized fundamental human rights, including ban on child labor, care for vulnerable groups, freedom of association, and elimination of all forms of forced labor and employment discrimination, and abides by the labor-related regulations of the place where the Company is located. The Company's human rights policy applies to units at all levels affiliated with the Company, with particular emphasis on the following human rights issues, and continuous promotion of the quality of human rights: diversity and inclusion, equal opportunities/reasonable working hours/health and safe workplace/freedom of association/labor negotiation/privacy protection. The relevant human rights policy has been disclosed in the Company's internal announcements and external websites, and education thereon has been provided to new hires
(5) The Company's business performance or results are appropriately reflected in the employee remuneration. Therefore, if there is any profit in the year specified in Article 26 of the Articles of Association, 1.5% of the profits will be set aside to pay employee remuneration.
— 89 —
(II) The losses suffered from any labor-management dispute from the most recent year until the date the Annual Report was printed, and the estimate of losses and countermeasures present available and potentially available in the future:
The Company’s various management systems and regulations are defined based on the related laws and regulations including Labor Standard Law. Each officer is dedicated to helping colleagues with due diligence by taking care of their work and also life. The labor-management relations are fair.
— 90 —
VI. Information communication security management
I. Cyber security management strategy and framework
In 2023, the Company established the “Information Security Management Committee” responsible for the planning and execution of information security operations management. It establishes an appropriate management structure, reviews information security policies and four-tier documents, allocates security responsibilities, and coordinates the implementation of various information security measures in the Company to ensure the continuous and stable operation of the information security management system.
"Information Security Management Committee"
"Convener": Served by the Chairman and the President, responsible for deciding on important information security matters of the company and allocating resources.
"Information Security Management Representative": Served by the Chief Information Security Officer, responsible for convening regular meetings annually or as needed to review information security management-related matters, convening cross-departmental resource coordination meetings as needed, and being responsible for coordinating the allocation of relevant resources required for the implementation of the information security management system.
"Information Security Promotion Team": The executive member of the Information Communication Security Committee is responsible for planning and implementing various information security operations. According to their duties, they are divided into “Strategy and System Planning Team,” “Information Security Protection Response Team” and “Performance Management Review Team.”
"Emergency Response Team": Responsible for convening, contacting, coordinating and supervising the key business process owners to carry out contingency operations when major information security incidents occur, as well as deploying various resources and external communication.
The Company's "Information Security Committee" convenes at least one information security management review meeting annually to review the execution status and effectiveness evaluation results of the information security management objectives, and proposes various improvement measures for the implementation of information security policies and objectives. Ad-hoc meetings may be convened when necessary.
—91—
Organizational structure of the "Information Security Committee":

II. Cyber security policy
To strengthen information security management, the Company has established an information security policy in accordance with the international standards “ISO/IEC 27001:2022,” “Regulations Governing Establishment of Internal Control Systems by Public Companies,” and other relevant laws and regulations. The policy ensures the confidentiality, integrity, and availability of the Company’s information assets, and protects against internal and external intentional or accidental threats. The policy takes into account the Company’s business needs and complies with relevant regulatory requirements. Its scope applies to the security management of all colleagues (including employees, contractors, and part-time students), outsourced personnel (units), and all related information assets.
The objectives of the cyber security policy are:
- Ensure the implementation of information security management systems, safeguarding the confidentiality, availability, and integrity of information assets.
- To ensure the continuity of the Company’s important business operations.
- To ensure that the information security risks faced by the Company have been accurately identified, assessed and handled.
- To ensure that employees are aware of cyber security and have the ability to execute daily business safely.
- To ensure that information communication security incidents can be handled quickly and properly to protect the rights and interests of the Company, shareholders and stakeholders.
- Ensure that information and communication security management measures comply with policy and legal requirements.
The company followed the PDCA management cycle mechanism ( (Plan → Do → Check → Act) to review the applicability, protection measures and implementation results of the information security policies, and introduce suitable information technologies and equipment in timely manner to hoping to response to the related laws, regulation and information security protection requirements.
Plan: with the initiation on the risk protection on the information security, planning on the information security management system suitable for the business development requirement of the company to reduce the company's threats of information security and sustainable management.
Do: the company constructed multiple layers of information security protection, continuously enhancing the integration of information security protection and control mechanism to ensure the normal operation in the important operation procedures of business, production, purchase, finance, stock affairs, human resources, filing and others to maintain the confidentiality, completeness, availability of the company's essential assets.
Check: Implementing the evaluation, internal and external audit supervision, review and improve the shortcomings of information security and enhance the protection of information security.
Act: Actively monitoring the effectiveness of information security management to ensure the continuous effect of information security specification and with the regular educational training and demonstration on the information security attach events to increase the awareness on the information security protection of our employees.
III. Specific management plans
In order to achieve the information security policy and goal and establish comprehensive information security protection, the management matters and specific management plans are as follows:
Introduction of ISO 27001 Information Security Management System:
The Company has undergone ISO 27001 consulting and established an ISMS management framework to enhance customer and stakeholder trust in information security, strengthen information security risk management, comply with regulatory requirements, and optimize information security business processes, in order to control and mitigate the threats and impacts caused by information security incidents. In the future, we obtain ISO 27001 certification in 2025 and an impartial third-party's recognition of the Company's information security system.
—93—
Safety Management on the equipment of information security environment:
- Choosing of appropriate and safe place to construct server room, place the important protection information security equipment to reduce the risks occurred from the environment (fire accident, flood, earthquake and etc.), regulating and recording personnel of entering the server room.
- The energy supply installed with the requirement of equipment specification and the stable electricity sources, and regularly inspection. Important information security equipment equipped with standby power supply or using of uninterruptable power system.
Core system security management:
- Conduct vulnerability scanning every year and strengthen vulnerability patching operations.
- Install MDR to actively collect endpoint system activity information, compare the attack methods of MITRE ATT&CK®, identify threats in time, and effectively defend against unknown attacks.
- Anti-virus software testing and in-depth learning are used to prevent malicious software attacks and provide comprehensive security protection.
- Implementation of a log server enhances cybersecurity and forensic capabilities, shortens troubleshooting time, and strengthens system operation and maintenance management.
Management on the security of network communication:
- Network segments are segregated according to their intended use, with authorized personnel managing network devices and continuously monitoring network status.
- The Company has implemented the SecuTex Network Protection advanced security threat defense system to record all network traffic, enhance network visibility, and provide real-time network traffic analysis and suspicious activity alerts through the SOC security monitoring service in the event of an intrusion. It can also serve as an incident investigation tool for post-incident analysis.
- For external networks, the company has implemented NGFW firewalls and anti-virus protection mechanisms to enhance protection against application-level threats, prevent potential network communication vulnerabilities, and strengthen the detection of malicious software behavior.
- The network host shut down unnecessary service software and immediate update to the latest version.
Development of security management on the information systems:
- Enhance the safety requirement of the self-developed information system or existing system, purchasing and implementing of authorized software.
- Settings of user password and limited access to the applied system.
- Carefully evaluating the possible potential safety risk from the commissioned information business in advanced, signing of information safety agreement with the vendors, and including the safety management responsibilities in the terms and conditions in the agreement.
—94—
Information Communication System Operation Continuity Management
- Identify and evaluate the Recovery Time Objective (RTO), Recovery Point Objective (RPO), and Maximum Tolerable Period of Disruption (MTPD) of all IT systems/services. In this way, the disaster recovery strategy of the information communication system/service is planned.
- Formulate the operation continuation plan for the information communication system, network communication, computer room maintenance and operation.
- Regular ongoing drills for key information communication systems/services to strengthen corporate resilience.
Management of Information Security :
- Implementing the backup regularly and enhance the recovery, restore mechanism for back in to normal operation efficiently when accident occurs.
- The company disposes the equipment with the disposal procedures, before the disposal of storage equipment shall be checked carefully to ensure the information of confidential and sensitive as well as the authorized software were removed.
- Preventing internet users stealing network communication information by any instrumental equipment or software tools.
Educational Training and Disseminating of the information security
- Holding of information security related educational training courses to employees regularly.
- An internal training platform was implemented to improve learning progress visibility and reinforce employees' cybersecurity awareness.
- Announcements for disseminating information security related messages and response measures to response to the risk circumstances and events of information security.
- Conduct social engineering phishing email test from time to time to improve information security awareness.
IV. Risk and response measures of information security
The Company has established network and computer-related information security protection measures, and has joined the Taiwan Computer Emergency Response Team (TWCERT/CC) as a member to receive and disseminate information security intelligence from the Information Sharing and Analysis Center (TW-ISAC) in real-time. The Company has also joined information security organizations such as the "CISO Taiwan Information Security Officer Alliance" and the "CISA Information Security Officer Association of the Taiwan Computer Association" to achieve vertical and horizontal information security joint defense, enhancing overall information security protection capabilities. However, to ensure the ability to prevent any external third-party malicious hackers from illegally infiltrating the company's internal network systems and disrupting the Company's operations, financial status, stealing confidential information and personal data, implanting malicious software for extortion and ransomware, and engaging in other activities that damage the Company's reputation and interests, the Company will continue to review and evaluate information security regulations and procedures to ensure their appropriateness and effectiveness, and continuously implement the following information security protection measures to minimize potential damages caused by various information security risks and maintain normal company operations, safeguarding the interests of important stakeholders such as customers, shareholders, suppliers, and employees.
—95—
- Enhanced the Network firewall and the control mechanism.
- Strengthen the endpoint detection, protection and anti-virus mechanism.
- Strengthen information security education and training and social engineering drills to enhance employees' information security awareness.
- Introduce an automated defense system to strengthen the information security maintenance and operation platform.
- Appointing an external third party as the information security consultant to advise on the information security protection system.
V The resources involved in the management of information security
In 2025, the Company complied with the requirements of regulations such as the "Information Security Management Guidelines for Listed and Over-the-Counter Companies" and the "Information and Communication Security Management Act and Enforcement Rules." A total of NT$5,853,392 was invested to purchase or update information security protection tools, software, equipment, and project consulting, including "low-voltage and network infrastructure of the data center, server hosts, log servers, and both local and remote backup servers, endpoint protection, vulnerability scanning, network and firewall monitoring, and social engineering (phishing email)," to enhance the company's information security capabilities. Additionally, information security education, training, and promotion were conducted for 313 seed employees across various departments of the Company
VI The company had no losses due to any significant information security incidents in 2025 and as of the date of publication of the annual report in 2026.
— 96 —
VII. Major contracts:
| Contracts | Contracting Parties | Term of Contracts | Summary Content | Limitation Article |
|---|---|---|---|---|
| Supply contracts | WE SODA LTD. | From January 1, 2025 until March 31, 2026 | Sodium carbonate | None |
| Mitsubishi Trading Co., | From January 1, 2025 until May 31, 2026 | Supply of silica sand | None | |
| Active Minerals Intertional, LLC | From January 1, 2026 until June 30, 2026 | Kaolinite | None | |
| Technical cooperation contracts | None | None | None | None |
| Construction project contracts | Gigastorage Corporation | From August 1, 2021 until December 31, 2026 | Photovoltaic system construction | None |
| Sale contracts | None | None | None | None |
| Long-term loan contracts | Shin Kong Bank | From December 13, 2025 until December 13, 2027 | Loan | Yes |
| O-Bank | From November 12 2025 until November 11, 2028 | Loan | Yes | |
| KGI Bank | From December 12, 2025 until December 12, 2027 | Loan | Yes | |
| Other long-term loans with no restriction clauses, please refer to page 50 through 52 of the consolidated financial statements for details. | ||||
| Other contracts | None | None | None | None |
—97—
Five. Financial Highlights:
I. 2025 vs. 2024 financial analysis
The causes resulting in material changes in assets, liabilities and shareholders' equity in the most recent two years and the effect thereof:
Currency Unit: NTD thousand
| Item\Year | 31-Dec-25 | 31-Dec-24 | Increase (decrease) in amount | Variation Ratio % |
|---|---|---|---|---|
| Current assets | 37,342,131 | 36,395,702 | 946,429 | +2.60 |
| Investments accounted for using the equity method | 6,534,645 | 7,258,821 | (724,176) | -9.98 |
| Property, plant and equipment | 41,754,525 | 42,172,590 | (418,065) | -0.99 |
| Other noncurrent assets | 5,194,024 | 4,548,619 | 645,405 | +14.19 |
| Total assets | 90,825,325 | 90,375,732 | 449,593 | +0.50 |
| Current liabilities | 29,082,191 | 31,195,281 | (2,113,090) | -6.77 |
| Long-term liabilities | 9,363,333 | 5,820,000 | 3,543,333 | +60.88 |
| Other noncurrent liabilities | 2,054,890 | 1,993,183 | 61,707 | +3.10 |
| Total liabilities | 40,500,414 | 39,008,464 | 1,491,950 | +3.82 |
| Capital | 29,080,608 | 29,080,608 | 0 | -0.00 |
| Additional paid-in capital | 1,895,238 | 1,925,218 | (29,980) | -1.56 |
| Retained earnings | 18,884,134 | 18,838,947 | 45,187 | +0.24 |
| Other components of equity | (2,259,511) | (1,408,102) | (851,409) | -60.47 |
| Non-controlling interests | 2,724,442 | 2,930,597 | (206,155) | -7.03 |
| Total equity | 50,324,911 | 51,367,268 | (1,042,357) | -2.03 |
| Changes in the Company's assets, liabilities and equity by more than 20% in the previous and subsequent periods and by more than NT$10,000,000, if any, in the most recent two years: 1. Root cause: (1) Long-term liabilities: This was due to the renewal in 2025 of long-term borrowings that were due within one year in 2024. (2) Other components of equity: The increase in foreign exchange gains resulted from the translation of financial statements of overseas operating entities in the current period. |
II. 2025vs. 2024 financial performance analysis:
The causes resulting in material changes in operating revenues, operating income and income before income tax in the most recent two years:
(I) Comparison and analysis of operating results
Currency Unit: NTD thousand
| Item\Year | 2025 | 2024 | Increase (decrease) in amount | Variation Ratio % |
|---|---|---|---|---|
| Operating revenues | 41,494,382 | 42,502,810 | (1,008,428) | -2.37 |
| Operating costs | 36,679,677 | 38,830,680 | (2,151,003) | -5.54 |
| Gross profit (loss) | 4,814,705 | 3,672,130 | 1,142,575 | +31.11 |
| Operating expenses | 4,902,753 | 4,986,126 | (83,373) | -1.67 |
| Net amount of other revenues and gains and expenses and losses | 458,951 | 27,870 | 431,081 | +1,546.76 |
| Operating (loss) gain | 370,903 | (1,286,126) | 1,657,029 | +128.84 |
| Non-operating income and expenses | (961,637) | 11,158 | (972,795) | -8,718.36 |
| Gain from continuing operations before income tax | (590,734) | (1,274,968) | 684,234 | +53.67 |
| Income tax (expenses) benefits | (116,228) | (479,486) | 363,258 | +75.76 |
| (Loss) Gain from continuing operations | (706,962) | (1,754,454) | 1,047,492 | +59.70 |
Variation of more than 20% and explanation of such variation:
(1) Gross profit increased, primarily due to the successful entry of high-end fiberglass cloth into the AI supply chain for the production of key AI components, which significantly improved profitability.
(2) Other income and expenses increased, primarily due to higher gains on the disposal of property, plant and equipment in 2025.
(3) Operating income increased, primarily due to the successful entry of high-end fiberglass cloth into the AI supply chain for the production of key AI components, which significantly improved profitability.
(4) Non-operating income and expenses increased, primarily due to a significant increase in the recognition of investment losses from the investee, Shihlien Chemical (Jiangsu) Co., Ltd.
(5) The net loss before tax decreased significantly, primarily due to the successful entry of high-end fiberglass cloth into the AI supply chain for the production of key AI components, which significantly improved profitability.
(6) Income tax expense decreased, mainly due to taxes incurred in 2024 on the remittance of earnings from China to a third jurisdiction, with no such transactions in 2025.
(7) The net loss for the period from continuing operations decreased, primarily due to the successful entry of high-end fiberglass cloth into the AI supply chain for the production of key AI components, which significantly improved profitability.
(II) Analysis of changes in gross profit:
| Product type | Increase/decrease in previous and subsequent periods | Cause of Variation | |||
|---|---|---|---|---|---|
| Variation in selling price | Variation in cost price | Variation in portfolio | Variation in quantity | ||
| Flat glass | (1,133,693) | (5,322,551) | 4,148,942 | (59,447) | 99,363 |
| Fiberglass | 2,318,102 | 5,285,684 | (2,489,131) | (379,127) | (99,324) |
| Glass Container | (41,857) | 241,718 | (191,977) | (4,440) | (87,158) |
| Others | 23 | 23 | 0 | 0 | 0 |
| Total | 1,142,575 | 204,874 | 1,467,834 | (443,014) | (87,119) |
Notes:
For flat glass, as China's real estate market gradually recovered, both production and sales volumes grew slightly, resulting in unfavorable sales price variance and favorable cost variance. However, due to rising natural gas costs, gross profit decreased significantly.
For fiberglass, high-end fiberglass fabrics successfully entered the AI supply chain for the production of key AI components, with a significant increase in shipment proportion, resulting in favorable sales price variance and unfavorable cost variance.
For glassware, due to the TS-3 cold repair and increased natural gas costs, favorable sales price variance and unfavorable cost variance were generated.
(III) Anticipated sales volume and the basis thereof, and the potential effect against the Company's finances and business and remedial measures thereof:
The Company has not yet started to disclose the financial forecast in 2026, and no financial forecast was disclosed to the public. Explanation: omitted.
III. Cash flows analysis: Any cash flow changes during the most recent fiscal year, corrective measures to be taken in response to illiquidity, and a liquidity analysis for the coming year.
| Cash balance-beginning | Annual net cash flow from operating activities | Annual cash outflow | Cash balance-ending (shortage) | Plan for cash balance-ending shortage | |
|---|---|---|---|---|---|
| Investment activities | Financing activities | ||||
| 8,632,705 | 2,417,788 | -2,314,934 | 8,735,559 | - | - |
| 1. Analysis of changes in cash flows this year: | |||||
| 2025 | 2024 | Change | Variation Ratio (%) | ||
| (1) Operating activities: | 2,417,788 | 5,257,398 | (2,839,610) | (54.01) | |
| (2) Investing activities: | (3,917,116) | (3,549,038) | (368,078) | (10.37) | |
| (3) Financing activities: | 1,858,647 | (398,106) | 2,256,753 | 566.87 | |
| Total | 359,319 | 1,310,254 | (950,935) | (72.58) | |
| Cash flows in this period have increased compared to the previous period, Primarily due to the disposal of non-current assets classified as held for sale during 2025. | |||||
| 2. Plan for cash balance-ending shortage and liquidity analysis: The Company’s operating profit appears to be normal each year, and there is no likelihood for deficit in cash in the future. | |||||
| 3. Analysis of liquidity for next year | |||||
| Cash balance-beginning | Annual net cash flow from operating activities | Annual cash outflow | Cash balance-ending (shortage) | ||
| 8,735,559 | 5,571,000 | -6,959,000 | 7,347,559 | ||
| (1) Operating activities: The normal operation is estimated to generate a cash inflow of NT$5,571,000 thousand. | |||||
| (2) Investing activities: In order to optimize manufacturing process and replace equipment routinely, the Company plans to purchase additional machine and equipment in 2026 to generate cash outflow. | |||||
| (3) Financing activities: Repayments of bank loans will be granted and thereby generate cash outflow. |
Currency Unit: NTD thousand
– 100 –
IV. Significant capitalized expenditure analysis
(I) Utilization of material capital expenditure and source of funds
-
In response to market demand, the Group’s Board of Directors approved a new fiberglass yarn construction project on November 3, 2025, with a planned investment of approximately NT$2,250,000 thousand, aimed at expanding production capacity and increasing market share.
-
In response to market demand, the Group’s Board of Directors approved a kiln reconstruction project on March 9, 2026, with a planned investment of approximately NT$4,700,000 thousand, aimed at expanding production capacity and increasing market share.
V. Long-term reinvestment policy, main reasons for gain or loss, improvement plan and the coming year investment plan
(I) Reinvestment policy: Based on the existing Company's scale, all of the Group's employees are required to do their jobs, develop business, solidify the foundation, work hard to carry out business, rise from little winnings to greatness, and exert the maximum economic effect.
(II) Main reasons for gain or loss, and improvement plan: In 2025, the Company recognized an investment loss from investee companies amounting to NT$629,348 thousand, primarily due to intensified market competition for the investee companies’ products and weak demand in the downstream flat panel market, which led to a decline in gross margins.
(III) The coming year investment plan: None.
- 101 -
VI. Risk Management:
-
Effect of interest rate, change in foreign exchange rate and inflation to the Company, and countermeasures:
-
Effect of interest rate risk:
The Company maintains a fair financial structure as a favorable counter for price negotiation and bargain with financial institutions, and keeping in touch with various banks in order to seek more favorable lending rates. -
Effect of foreign exchange rate fluctuation risk:
Given that the foreign exchange rate risk generated from the sale or purchase valued based on non-functional currency may offset against each other, no material foreign exchange rate risk would be generated. -
Effect of inflation: No material effect generated.
-
Policies to engage in high-risk and high-leverage investment, granting loan to others, making endorsements/guarantees and transactions of derivative instruments, the main reasons for profit or loss, and countermeasures:
The Company did not engage in any high-risk or high-leverage investment, or granting loan to others, but did engage in granting loan and making endorsements/guarantees to/for subsidiaries in Mainland China for the funding or turnover for establishment of factories, in 2025. -
Projected R&D plans and R&D expenditure:
(1) The Company's product life is long and investment in equipment is large. Main production technologies are also matured upon improvement. Meanwhile, the Company is able to research and develop the items with such functions as energy-saving, energy-generation, pollution-reduction and maintenance of product quality.
(2) Continue to introduce the technology and equipment for glass.
(3) Future expected R&D Spending: NT$773,695 thousand. -
Changes in Government Apparatus policies and legal environment domestically and overseas, and the effect on the Financial Status and operation of the Company, and Countermeasures N/A
-
The impacts and countermeasures of technological changes, including information security risks and industry changes, on the company's business: N/A
-
Effect of change in corporate identity to an enterprise's crisis management, and countermeasures: N/A
-
Anticipated benefit for merger and acquisition, potential risk and countermeasures: N/A
-
Anticipated benefit for expansion and potential risk, and countermeasures: N/A.
-
Risk encountered by centralization of purchases or sales, and countermeasures: N/A
-
Effect and risk of mass transfer or exchange of equity of directors, supervisors and shareholders who hold more than 10% of the Company's shares to the Company, and countermeasures: N/A
-
The effect of change in the management of the Company, possible risk and countermeasures: N/A
-
Litigations, non-litigations or administrative actions of the Company and the Company's directors, supervisors, presidents, responsible persons in fact, shareholders who hold more than 10% of the Company's shares and affiliates which became final or are still pending may result in major impacts on shareholders' equity or stock price of the Company are disclosed by the facts, value of object, commencing date of the action, concerned parties, and treatment thereof until the date the Annual Report was printed: N/A
-
Other significant risk and countermeasures
Information security risk assessment: N/A
VII. Other important notes: N/A
- 102 -
- 103 -
Six. Special Notes
I. Affiliates:
For the consolidated business report of affiliated companies, please refer to the 「Market Observation Post System > Individual Company > Electronic File Downloads > Related Party Transactions Disclosure Section」.
Reference link: https://mopsov.twse.com.tw/mops/web/t57sb01_q10.
II. Status of securities in private placement in the past year and up to the publication of this Annual Report: N/A
III. Other Special Notes: N/A
Seven. Significant issues which might affect stockholders’ equity or securities’ price pursuant to Item2, Paragraph3, Article 36 of the Securities and Exchange Act in the past year and up to the publication of this Annual Report: N/A