TXC - Annual Report 2019 | FinancialReports.eu

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Enterprise Vision

The core value of an enterprise lies with its published management philosophy and its attendant mission and the continuous development of an enterprise is ofen built on a long-term architecture, as well as its core value. In view of the imperativeness and importance of the enterprise’s core value for long-term development following gradual development of the company.

Vision Statement

To provide the frequency controlled application products for the computer, communication, optical, and automotive industry so as to become, the most outstanding company in FCP industry judged by performance matrix and managerial capability.

Mission Statement

Through the continuous improvement and the urge for discipline and execution to enhance the productivity to interact with tier one vendors' requests by promoting company's professionalism and globalization framework.

Corporate Culture

To strive for the declared goals in management philosophy and mission, the company shall further develops its founding spirit of Integrity, Practicality, Innovation and Services and convert the guildlines of Unity, Harmony and High Efficiency into a precise corporate culature.

Chapter 1 Letter to Shareholders
Chapter 2 Company Profile
Chapter 3 Corporate Governance
Chapter 4 Capital Overview
Chapter 5 Business Information
Chapter 6 Financial Information
Chapter 7 Review of Financial Conditions, Operating Results, and Risk Management
Chapter 8 Special Disclosure
Appendix1 Consolidated Financial Statements and Independent Auditors’ Report
Appendix2 Parent Company Only Financial Statements and Independent Auditors’ Report

Chapter 1 Letter to Shareholders

Dear Shareholders,

The global economy was generally severely affected by the impact of the US-China trade war in 2019. Only the United States still had a strong economic performance; the deflation situation in Japan has not improved significantly; Partial emerging countries are forced to come under pressure due to the strong appreciation of the US dollar; the impacts of Britain’s successful Brexit and the confrontation between Italy and the EU in the euro zone, the crisis has slowly emerged. In 2020, although the US-China trade war tends to ease and the central bank's monetary policy in major countries continues to be easing, the global economy has been affected by the spread of the coronavirus pneumonia epidemic and had lowered their GDP targets. Even though the current economic situation still has many unfavorable factors and impacts that are causing relative danger, we continue to strive to break through the industry competition situation and finally return to the starting point of growth in 2019. For the company, the dormancy of the past few years will have a good turnaround and growth this year.

I. 2019 Operation Results

(I) Consolidated revenue and net profit Unit: NT$1,000

Items \ Year	2019	2018	Increase (Decrease) Amount	Change Rate (%)
Net Revenue	8,430,970	8,156,268	274,702	3.37
Gross Profit	2,007,091	1,827,626	179,465	9.82
Net Profit	671,782	644,350	27,432	4.26

Consolidated statement of income and profitability

Item	Year	2019	2018
Financial Structure (%)	Debt/Assets Ratio	34.94	30.34
	Long-term Capital/ Fixed Assets Ratio	260.78	254.77
Debt-Paying Ability (%)	Current Ratio	284.10	340.73
	Quick Ratio	205.84	250.96
Profitability (%)	Return on Assets	5.32	5.09
	Return on Equity	7.70	7.19
	Earnings per Share`（`NT$`）`	2.17	2.08

(II) Budget Execution

The internal budget target set by the company each year does not disclose financial forecasts to the outside world. The overall revenue and profit will be affected by industry changes and product structure. The combined operating income and profit of 2019 are reached 100.79% and 99.42% of the budget target.

(III) Research and development

The company continuously enhancing Temperature Compensating Control Quartz Oscillator 、、 (TCXO) Temperature Sensing Quartz Crystal (TSX) Miniature Constant Temperature Control Quartz Crystal Oscillator (OCXO), Miniature Quartz Crystal (XO) 、 Miniature Mobile Device 、 Crystal(Crystal) Light sensors…etc., and actively deploy the relevant customers of the 5G

industry and the Internet of Things application, laying the foundation for the subsequent market growth momentum.

(IV) Results from execution of other projects

(1) Green enterprise

In addition to ongoing promotion of green enterprise certification and other activities including the Greenhouse Gas Inventory (ISO14064-1) and routine Carbon Footprint checks, TXC was given the EPA’s Product Carbon Footprint Emission Factor Database Establishment Award and earned low carbon marks. TXC has also been promoting kitchen waste and plastic bag use reduction activities. The company hands out environmentally-friendly bags to further reduce the use of environmentally hazardous plastic bags.

(2) Occupational safety and health

TXC has continued to promote Occupational Health and Safety Assessment Series certification to uphold labor safety under the guidance of the Occupational Safety & Health Committee and Labor-Management Conference. A number of health promotion activities such as Getting to Know Metabolic Syndrome health lecture, pap smear testing, HPV virus awareness lecture, CPR and Heimlick maneuver instruction, workplace quit smoking activity, oral cancer screening activity, individual weight reduction activity, stress relief activity, blood pressure monitoring activity and flu vaccine inoculation activity were held by TXC to help employees take positive steps towards a healthy lifestyle. TXC will continue on working to create of a safe work environment to provide maximum safety to our employees.

(3) System certification
With regard to the maintenance of various operating systems, TXC has received the following certifications: Quality Management System (ISO9001), Automotive Industry Quality Management System (ISO/TS16949), Environmental Management System (ISO14001), Taiwan Occupational Safety and Health Management System (CNS15506), Information Safety Management System (ISO/IEC27001), Hazardous Substance Process Management System (IECQ QC 080000:2012), Occupational Safety and Health Management System (ISO45001). The Ministry of Finance's Customs and Excise Department issues high-quality enterprises with safety certification, the Ministry of Economic Affairs and Industry Bureau issues the Taiwan Intellectual Property Management Specification (TIPS) Verification Level A, and the Ministry of Health and Welfare issues a healthy workplace certification-health promotion mark. As well as ISO 14064-1:2006 Greenhouse Gas Inventory, Product Carbon Footprint Verification (PAS 2050:2011) and Material Flow Cost Accounting Verification (ISO 14051:2011). TXC will continue to update its management systems to satisfy and surpass customer requirements
(4) Corporate governance and responsibility
TXC’s was ranked among the top 20% of all listed companies for corporate governance ratings and the company continues to strive forward by embracing the spirit of open mindedness, dedication, honesty and happiness. Due to the long-term services provided by our company to neighboring disadvantaged families and orphanages. In addition, the company participation in a number of volunteer activities to show concern for local neighborhoods was included the CSR report. TXC Foundation was established to provide variously kind of support.

II. 2020 Business Plan Summary

1 、 Strengthening industrial deployment and increasing market share:
(1) Consolidate existing markets to enhance competitiveness and maintain market share
(2) Actively develop new markets, new industries, new applications, and new products, deepen China and strengthen the European, American and Japanese markets.
(3) Accelerate new product development, take root in high-end technology, and develop a blueprint for complete product technology
(4) Embrace future application products, actively deploy industries such as automobiles, IoT, 5G, etc. to grasp business opportunities
2 、 Optimize product mix and increase profitability:
(1) Improve product mix: combine production cost advantages to provide the best product mix and drive high-end, high-margin product sales
(2) Strengthen the advantages of each plant: through the integration of MES (Manufacturing Execution System) to improve production efficiency, cross-factory cooperation, leverage the advantages of each plant and keep flexibility.
(3) Smart production and management: Through intelligent technology and big data analysis to integrate the information of each plant in real time to improve production yield and reduce COPQ (Cost of Poor Quality)
(4) Reduce manufacturing costs: Value chain resource integration, optimized cost analysis, and improved process improvement capabilities
3 、 Strategic alliances and integration:
In the future competitive environment, the market and product life cycle are shortened, the transfer and learning speed of technology is increasingly fast. With strategic alliances and integration, we can accelerate the transfer of key technologies or capabilities and speed up the development of new products and processes to effectively enter new markets and actively seek potential cooperation opportunities. To strengthen the company's competitive advantage and expand the use of existing technologies or products to further create synergy.

Uncertainty has impacted the global economy, and the industrial competition environment is still severe. At the moment of the 5G commercial timing, we are faced with rapid response and grasping opportunities, but only rooted in technology, breakthrough innovation, and accelerated construction of intelligent platforms to improve business effectiveness to return to the growth track. We keep strengthening the competitiveness to achieve the goal of continuous growth and profit improvement and gain growth momentum to create new results.

Chapter 2 Company Profile

I. Date of Incorporation

TXC is a professional frequency control component and sensor component manufacturer. Since the company’s founding in 1983, it has been devoted to research and development, design, production, and sale of quartz component product series. Products include high precision, high quality quartz crystal, automotive crystal, crystal oscillators, and timing modules. Market demand has led TXC to develop multiple kinds of sensors using independent core technology, products that are widely used in mobile communication, data and storage equipment, IoT, and automotive electronics, smart home, AI, medical, 5G…ext.

Over the years, we have upgraded customer value objectives and offered customers a variety of frequency control components for module design-in requirements to provide a total solution to satisfy the overall requirements of customers. TXC performance with regard to price, quality, delivery time and service continues to exceed customer expectations time and time again.

II. Company History

1983 Founded in Taiwan with US$95,000 capital.
1984 Began production on DIP type crystals and oscillators in Peitou factory.
1993 ISO9002 certified.
1995 Winner of the 4[th] National Award of Small and Medium Enterprises.
1997 Began production of SMD type crystals and oscillators in Taoyuan factory.
1998 Began production os SAW devices. Implemented Oracle ERP system.
1999 Established US sales office.
2000 Increased capital to US$25.3 million.
2001 IPO’ed with capital increased to US$37 million.
2002 Listed in the Taiwan Stock Exchange(Code-3042), ISO14001 certified.
Ranked among the top 10 worldwide frequency control product manufacturers.
2003 Began to offer value-added products(HF CXO/VCXO,OCXO,FX,etc.) for the telecom market.
Began production in new factory in NIngbo, China.
2004 Implemented QoS and 6-Sigma management systems. QS9000 certified.
Established US Technology Center.
2005 ISO/TS16949 certified.
Ranked number 6 among the worldwide frequency control product manufacturers.
2006 Expanding Tauouan factory. Adding production lines in Taiwan and China. The capacity reached to 70 million units per month. Authorized Capital: US$57.9 million.
2007 New factory in Pingzhen inaugurated, factory expansion project in Ningbo factory launched, Intel presented the Preferred Quality Supplier, promotion of the Six Sigma project to Ningbo plant green belt training, procurement of the Shenzhen office, implementation of employee stock option, CB conversion, and recapitalization of surplus to NT$2,415,530,000.
2008 Simultaneously expanded factories in Pingzhen, Taiwan and Ningbo, China; won Intel’s Supplier Continuous Quality Improvement (SCQI) Award; won A+ evaluation for information disclosure and top 10 potential golden torch award; continued to promote the 6-Sigma black belt training program at Ningbo and Pingzhen plants. Set up sales operations in Osaka, Japan and Singapore to promote sales. Issued employee options and implement the treasury stock system. Set up subsidiary TXC Hongkong; execute employee option, CB conversion, surplus conversion to increase capitalization to NT$2,716,980,000.
2009 Second phase of Taiwan Pingchen and China Ningbo plant expansion initiated, received A+ ranking and top 10 award at sixth annual Information Disclosure and Transparency Ranking, on-the-job training plan launched for personnel at Ningbo and Pingchen plants, received Preferred Quality Supplier Award

recognition again from Intel, strengthen company internal controls to ensure corporate governance effectiveness, promoted transparency of corporate governance information, exercised employee stock warrants, convertible bonds, capital increase by retained earnings to NT$2,887.27 million.

2010 Issued third convertible bond, received corporate governance system evaluation certification from the Taiwan Corporate Governance Associations, received industry model award for the Technology Industry B group from Commonwealth Magazine, awarded National Quality Award from Executive Yuan, continued to implement 6-Sigma black belt training plan for Ningpo and Pingchen plants, set up sales office in Europe to expand business, purchased offices in Shanghai and Suzhou, started third phase of plant expansion for Taiwan PCF, purchased 5,733 level ground of land, built the factories for new energy business unit, execute employee stock option and increase capital out of earning to 2.971 billion NT dollars.
2011 Completion and launch of Taiwan Pingzhen Third-Stage plant expansion and New Energy Division plant, establishment if TXC (Chongqing) Electronics Co., Ltd. production site, established TXC (Chongqing) Corporation and Ningbo Jingyu Company Limited, expansion of European subsidiary, receives A+ grade and top 10 award at Eighth Annual Information Disclosure and Evaluation, passed CGR report review, received Energy Conservation Elite, Outstanding Innovation Award and Commonwealth Corporate Citizen Award, received Taoyuan County Corporate Innovation Award, received ISO50001 Energy Management System, ISO28000 Supplier Chain Management System, ISO27001 Information Security Management System certification, Oracle ERP system upgraded to R12 version, valid assessment of remuneration fairness combined with performance evaluation, establishment of remuneration committee, exercise of employee stock warrants, NT$3,022,420,000 capital increase by capital surplus.
2012 TXC (Chongqing) Corporation plant construction, awarded Authorized Economic Operator (AEO) by the MOF Customs Administration, passed BSI greenhouse gas (ISO 14064-1), product carbon footprint (PAS 2050) inventory, product carbon neutralization (PAS 2060) inventory, given Corporate Citizenship Award by Commonwealth Magazine, received green sustainable enterprise award from BSI, external certification of CSR Report conformed to GRI G3.1 A+ and AA 1000 standards, passed CNS 15506 TOSHMS, awarded ninth annual Information Disclosure and Transparency A++ and top ten ranking, exercised employee stock options, convertible bond and NT$3,097,579,000 capital increase.
2013 Issued fourth convertible bond, TXC (Chongqing) Corporation begin formal mass production, received Taiwan Mittlestadt Award from the Ministry of Economic Affairs, passed review for R&D subsidy for a leading new product development project from the Industrial Development Bureau, was awarded CG6008 Advanced Corporate Governance certification, 10[th] annual A++ information disclosure assessment rating, passed greenhouse gas inventory (ISO14064-1), product carbon footprint inventory (PAS2050) and product carbon neutrality (PAS2060) verification, named as one of the top 50 Excellence in CSR Award winners by Commonwealth Magazine and a three star 3[rd] annual Happiest Company Award from the Taipei City Government Department of Labor
2014 TXC’s Pingzhen Plant, Ningbo Plant and Chongqing Plant expanded in 2014, new offices in Shenzhen and Beijing were bought, won the A++ award for the Eleventh Information Disclosure Assessment, the Fourth Place in the 8th Global Corporate Citizens Award for Pillar Enterprises of Commonwealth Magazine, the 2nd Excellent Enterprise in Hiring Foreign Workers of Taoyuan County Government, the silver award of Taiwan Top50 Enterprises Sustainability Report Award for large high-tech electronics manufacturing industry of Taiwan’s Sustainable Energy Research Foundation, and passed certification of Greenhouse Gas Inspection (ISO14064-1), Corporation Sustainability Report, Product Carbon Footprint (PAS2050), Product Carbon Neutralization (PAS 2060), Information Security Management System (ISO 27001), Supply Chain Security Management System (ISO 28000) and Water Footprint for Information Security Launching Award and the GRC Management Paradigm Award by the British Standards Institute.
2015 Taiwan Pingzhen factory and TXC (Chongqing) continued production line expansion; successfully renewed “Authorized Economic Operator (AEO)” certification; received 12th “Information Disclosure Evaluation” A++ award; ranked within the top 20% of well-administered companies for the first time; passed “Greenhouse Gas Inspection (ISO14064-1); recognized by Huawei as “2015 Core Supplier”;

praised by the British Standards Institution with an “Outstanding Management Model Award”; recognized by CommonWealth Magazine as a “Commonwealth CSR Corporation”; promoted Industry 4.0 intelligent factory transformations; the company’s LED department officially established itself as a separate entity under the name TXC OPTECH Corporation.; the joint venture, Guangdong Failong Crystal Technology Co. Ltd., was officially listed on the Shenzhen Stock Exchange.

2016 Taiwan Pingzhen factory, Ningbo factory, and Chongqing factories continue expanding production lines; receives subsidies through the Department of Commerce Department of Industry Manufacturing Upgrade and Innovation Optimization Plan (particulate matter sensor development); ranked within the top 5% of well-administered companies; Awarded Authorized Economic Operator (AEO) certification by the Ministry of Finance, received EPA’s Product Carbon Footprint Emission Factor Database Establishment Award, received BSI’s Environment Governance Practice Award, BSI occupational safety and health certificcations and BSI CSR report verification.

2017 Continued expansion of the production lines at Taiwan’s Pingzhen Plant, Ningbo Plant and Chongqing plant. The 3[rd] corporate governance rating ranked within the top 5% of rated companies, received IDB ’’Corporate Volunteer Award’’, passsed Material Flow Cost Accounting (ISO 14051 MFCA),passed’’IATF 16949’’ verification 、 awarded’’BSI Sustainability Awards’’,’’BSI Occupational safety and health’’verification,’’BSI CSR AA1000/GRI G4’’ verification,passed Information Security Management System (ISO 27001) verification, established TXC Foundation.

2018 Awarded Authorized Economic Operator (AEO) certification by the Ministry of Finance, established TXC Europe GmbH, The 4[th] corporate governance rating ranked within the top 5% of rated 、 companies, Won the international trade bureau's import certificate of excellence the approvel of the Ministry of Economic Affairs, the research and development project of the Ministry of Economics 、 Received the "Perpetual Pilot Award" from the British Standards Association

2019 Taiwan Pingzhen Plant, Ningbo Plant and Chongqing Plant Continue to Plan Production Line 、、 Expansion The fifth corporate governance evaluation is the top 6% ~ 20% of listed companies Won the 2019 Huawei Gold Supplier Award 、 2019 Xiaomi Core Supplier Award 、 RBA 、 Sustainable Development Award Industry Contribution Award from the Ministry of Economic Affairs, INVENTEC Excellent Manufacturer Award 、 Passed the certification of "ISO 45001 、 Occupational Safety and Health System" Passed the 108-year industrial upgrading and innovation platform counseling plan of the Ministry of Economics' Science and Technology 、 Research and Development Project Obtained Taiwan Intellectual Property Management Specification (TIPS) verification level A

Chapter 3 Company Governance

I. Organization

(I) Organizational Structure As of Dec.31, 2019

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(II) Responsibilities and functions of major departments

Department	Responsibilities and Functions
Chairman office	 The formulation of the company's long-term business development strategy  New technology and investment feasibility risk and business opportunity assessment  Overall financial planning and investment management development  Risks and business opportunity assessment on the feasibility of new technology and investment  Supervision over the operations of overseas subsidiary
President office	 The Company's overall operating policies and objectives management, budget planning and setting  All kinds of business supervision and coordination, and management  The advises, modifications and implementation on major business decisions
Internal Audit Dept.	 Planning for the annual audit plan and perform audit operations based on the annual audit plan and present audit reports to CEO, Chairman, independent directors, the Audit Committee and the Board of Directors  Submit periodic reports to the Competent authority  Supervision over the subsidiary’s internal control and audits  Assessment on the management performance of each unit and guidance on improvement  Modifications on the internal control system and implementation rules  Promote thepractice of corporate ethical management

Department	Responsibilities and Functions
Sales & Marketing Center	 Product sales, PO processing and customer development & services  Analysis on the competitors, production and sales, product marketing strategies and, products’ marketing strategies and industrial market  Costs, prices and sample development management  Emerging market, new products and sales services development  Services and solution on customer’s product application issues  Formulating product marketing strategy  Set the operational (sales, costs,quality)goals, strategiesplanning
R & D Center	 New product R & D and introduction of mass production  Technology transfer of new products / materials and introduction of mass production  Studying, execution and introduction of the R & D project  New product features assessment and marketing development  Planning, promotion, technology transfer and manufacturing for the development of new miniaturized, high precision and highly reliable products  Developing and improving new product equipment, modules, instruments and jigs  Planning, promotion, technology transfer and manufacturing for the development project of new production processes technology  Studying, execution and introduction of the R & D project  Assist in the trial production and assessment on new product samples from each product-engineeringunit
Manufacturing Center	 Coordinating the use of overall production center (Ping-Zhen Plant, Ning-Bo Plant & Chong-Qing Plant) resources (manpower, equipment, production capacity, budget investment, etc.)  Managing the KPIs (Key Performance Indicators) of each production plant under the production center  Executing the production capacity expansion plan required to achieve the Company’s operating goals  Acknowledge the overall production strategies and trends of the quartz crystal industry  Manufacturing for the products  Planning and improving the production flow  Improving and developing the production process flow  Management and maintenance operations for the production equipment  Production capacity & material requirements planning, production & sales control and arrangements, inventory and storage transportation management  Supervision and execution on industrial safety & health and environmental management system  Inspection and maintenance onpublic system equipment
MEMS/BLK Development and Manufacturing Center	 Coordinating the use of overall wafer production resources (equipment, production capacity, etc.)  Acknowledge the overall wafer production strategies and trends of the quartz crystal industry  Coordinating various management particulars under the MEMS chip center in terms of equipment, manpower and technology  Promotion of various managerial policies  Executing the wafer production capacity expansion plan and the product and technical development of micro-electromechanical system (MEMS) chips required

Department	Responsibilities and Functions
	to achieve the Company’s operating goals  Wafer production  Development of wafer technology and improvement on oscillator properties  Planning and improving the production flow  Improving and developing the production process flow  Management and maintenance operations for the production equipment  Executing various production and sales coordination, material control and delivery management particulars  Supervision and execution on industrial safety & health and environmental management system
Quality Assurance Center	 Review and set company-wide annual quality / environment, health and safety (EHS) goals  Establishing, auditing and coordinating the company-wide quality, environmental and green product systems to ensure their effective operations  Formulate work plan and implementation of various annual quality-related activities;  Promote quality improvement operations and various quality certification systems  DCC's annual work planning and execution  Planning and execution for the quality control and inspection on purchased-materials feed, production processes of self-made wafers, finished goods and shipments  Products and materials quality management  Inspection and control on quality of the feed, production process and finished goods  Improving IQC test method to optimize inspection efficiency  Customer-complaintprocess management
Administrator Center	 Planning and formulating organizational system and departmental responsibilities of the Company  Establishment and implementation of various management systems of the Company;  Review on the effectiveness of intended promotion for the Company’s annual budget preparation and review  The generation and analysis of the Company's various accounting processes, costs and financial accounting information  Financial management, capital movement and handling of shares of listed companies  Personnel salary, benefits, recruitment, selection, promotion, evaluation, training and development and other various human resource management  Handling employee relations and various conference activities  General affairs and administrative operations  The provision and management of the Company’s operating information, and the establishment, development and maintenance of the Company’s information operating systems  Planning, building and maintenance of network communication; planning and implementation of electronic processes  Security and management of information and network communication  Promoting corporate social responsibility (CSR), corporate governance and ethical management
Supply Chain Center	 Purchase and management of equipment, raw materials, semi-finished goods, finished goods and general supplies  Price inquiries, purchases, trade term negotiation, billing, follow up, etc.  Promotingoperation of the supplier management system and developingsupplier

Department	Responsibilities and Functions
	management  Formulating the production and sales balancing plan; allocating, executing and managing production capacity  Review and request payment for import and export transportations, custom declarations, custom clearances, insurances and other operational expenditures;  Management and analysis on the costs of feed  Developing new materials, alternative materials, common materials for each plant, new manufacturers or new equipment  Aggregation and trends analysis on supply market information (supply, demand, prices, technology,policies, etc.)
Labor Safety and Hygiene Office	 Leading the safety and health review, safety and health risk assessment and other EHS management, as well as being in charge of the planning for the safety and health management system and the enactment of various related procedures  Supervising the safety and health management particulars  Formulating, planning and promoting safety and health management particulars, as well as guiding related departments in the implementation  Responsible for collecting and identifying safety and health related laws and regulations  Consultation and communication on internal and external safetyand health issues
Remuneration Committee	 Formulate and review the remuneration policies, systems, standards and structures  Regularly evaluate the reasonable basis for the remuneration and performance appraisal of the Company’s directors and managers  Regularlysupervise the implementation of the remuneration system
Audit Committee	 Establishment or modification of the internal control system and the assessment on the effectiveness of internal control system  Establishment or modification of the procedures for material financial business behaviors such as acquisition or disposal of assets, engaging in derivative commodity transactions, capital lending to others, endorsing or providing guarantees for others  Procedures for conduct major financial business activities  Assessment on matters concerning interests of the directors themselves  Assessment on major asset investments, major derivative commodity transactions, capital lending, endorsement or provision of guarantees  Assessment on the offering, issuing or private placement of equity securities  Evaluating the appointment, dismissal or remuneration of a Certified Public Accountant and the appointment or dismissal of a Chief Financial Officer, Chief Accounting Officer or chief audit executive  Review financial reports

II. Documents of directors, president, vice presidents, associate vice presidents, and managers of each departments and divisions

(I) Directors

1. Director Information

(I) Directors 1. Director Information	(I) Directors 1. Director Information	(I) Directors 1. Director Information	(I) Directors 1. Director Information	(I) Directors 1. Director Information	(I) Directors 1. Director Information	(I) Directors 1. Director Information
As of April 11,2020
			Date Elected	Date First	Major Academic (professional)	Current Position in the Company
Position and Name	Gender	Nationality
			(Appointed)	Elected	Experience	or Other Companies

Chairman and CEO Lin, Wan-Shing	Male	Republic of China	2019/06/12	1989/11/05	Master in Management, National Taiwan University of Science and Technology Director and CEO of TXC Corporation	Director and CEO of TXC Corporation Chairman of TAIWAN CRYSTAL TECHNOLOGY INTERNATIONAL LIMITED Director of TXC JAPAN CORPORATION LTD Chairman of TAIWAN CRYSTAL TECHNOLOGY(HK) LTD Corporation Chairman of GROWING PROFITS TRADING LTD Corporation Chairman of TXC (NINGBO) CORPORATION Director of TXC (CHONGQING) CORPORATION Director of CHONGQING ALL SUNS COMPANY LIMITED Supervisor of Ningbo Longying Semiconductor Co., Ltd Chairman of Tai-Shing Electronics Components Corporation Nanjing Information Corporation
Director Lin, Jin-Bao	Male	Republic of China	2019/06/12	1989/11/05	MBA, West Texas A&M University, USA Chairman of TXC Corporation Founder of TXC Corporation	Director of TXC Corporation Director of Liang Shing EcLife Corp. Director of Tai-Shing Electronics Components Corporation Juristic-person director representative of uPI Semiconductor Corp Juristic-person director representative of Hantic precision technology , Inc Juristic-person director representative of Godsmith Sensor Inc. Director of Taiwan Quartz Crystal Industry Association

			Date Elected	Date First	Major Academic (professional)	Current Position in the Company
Position and Name	Gender	Nationality
			(Appointed)	Elected	Experience	or Other Companies

Director Chen Chueh, Shang-Hsin	Male	Republic of China	2019/06/12	2010/06/15	Master of management, Zhejiang University Director and vice president of TXC Corporation Director and vice executive officer of TXC Corporation	Director and vice executive officer of TXC Corporation Chairman of TXC (NINGBO) CORPORATION Chairman of TXC (CHONGQING) CORPORATION Director of CHONGQING ALL SUNS COMPANY LIMITED Supervisor of Ningbo Jingyu Company Limited Vice Chairman and Juristic-person director representative of Ningbo Longying Semiconductor Co., Ltd Chairman of Tai-Shing Electronics Components Corporation Juristic-person director of Tai Shin Electronics Corporation Director of Wei Lida Technology Co., Ltd
Director Kuo, Ya-Ping	Male	Republic of China	2019/06/12	2019/06/12	Boston University ,MBA President of Management Center of TXC Corporation	President of Management Center of TXC Corporation
Director Huang, Hsiang-Lin	Male	Republic of China	2019/06/12	2019/06/12	State University of New York at Albany, Master of Business Administration (MBA) Sales assistant manager of Marketing Center of TXC Corporation	Sales assistant manager of Marketing Center of TXC Corporation
Director Hsu, Hsing-Hao	Male	Republic of China	2019/06/12	2019/06/12	M.S. degree - Electrical and Computer Engineering, Colorado State University Chairman of Kang-Shuo Investment Corporation R&D Manager of Chan-Yu Corporation	Director of TXC Corporation Chairman of Kang-Shuo Investment Corporation R&D Manager of Chan-Yu Corporation
Director TLC Capital Co.,LTD					Director of TXC Corporation	Director of TXC Corporation
Representative`：` Peng, Chih-Chiang	Male	Republic of China	2019/06/12	2010/06/15	Ph. D. of National Chiao Tung University Institute of Management of Technology Master of institute of industrial engineering of University of Pittsburgh	Juristic-person director representative of Crystalwise Technology Inc. Juristic-person director representative of Topoint Technology Co., Ltd.

			Date Elected	Date First	Major Academic (professional)	Current Position in the Company
Position and Name	Gender	Nationality
			(Appointed)	Elected	Experience	or Other Companies

Independent Director Yu, Shang-Wu	Male	Republic of China	2019/06/12	2007/06/13	Ph.D.,Birmingham University Director of business and management college of Jinwen University of Science and Technology	Professor, Ming Chi University of Technology college of management and design Independent Director of Taisun Int’l (Holding) Corp. Independent Director of TXC Corporation Convenor of of TXC Corporation
Independent Director Tsai, Song-Qi	Male	Republic of China	2019/06/12	2013/06/19	Finance and Accounting Department of Shanghai University Business Administration, National Chengchi University Certified accountant and Executive Director of KMPG Taiwan	Chairman of EMCC Human Capital Solutions Inc
Independent Director Su, Yan-Syue	Female	Republic of China	2019/06/12	2016/06/07	Master in Industrial Management of Carnegie Mellon University, USA CIO and senior VP of Pegatron corporation CIO of ASUSTek Computer Manager director of UBS bank	Independent Director of Zhong Yang Technology Co., Ltd Independent Directorof AU Optronics Corp. Juristic-person director representative of Kinsus Interconnect Technology Corp.
Independent Director Wang, Chuan -Fen	Female	Republic of China	2019/06/12	2016/06/07	Master in Law of Columbia University, USA	Partner of Chen & Lin Law Firm

When the chairman of the board of directors and the general manager or equivalent (top manager) are the same person, spouses or relatives of each other, the reasons, rationality, necessity, future improvement measures and other relevant information shall be stated:

The CEO of the company is responsible for the planning and implementation of the company's long-term business development strategy, the overall management of the group's business team and reporting to the board of directors, while the president is responsible for the planning and management of the daily operation of each plant area. The chairman of the board of directors of the company also serves as the CEO. The company is expected to plan and implement the company's long-term business development strategy in the direction of the concept of sustainable operation, and clearly divide the functions and powers of the chairman, the CEO and the president. In addition, the number of independent directors of the company is more than 4, and more than half of the directors are not employees or managers, so as to enhance the independence of the board of directors.

Major shareholders of the corporate shareholders As of April 11, 2020

		Share (%)
Name	Major Shareholder


TLC Capital Co., LTD	United Microelectronics Corporation	100%

Major shareholders are corporate shareholders

Name	Major Shareholder	Share (%)
United Microelectronics Corporation	JPMorgan Chase Bank, N.A. acting in its capacity as depositary and representative to the holders of ADRs	5.56
	Hsun Chieh Investment Co.,Ltd.	3.50
	Silchester International Investors International Value EquityTrust	2.57
	Nan Shan Life Insurance Company, Ltd.	2.52
	Silicon Integrated Systems Corp.	2.26
	Prudential Assurance Company Ltd.	1.73
	Dimensional Emerging Markets Value Fund	1.48
	Silchester International Investors International Value EquityGroupTrust	1.44
	Taiwan Life Insurance Co., Ltd.	1.34
	JPMorgan Chase Bank N.A., Taipei Branch in custody for Vanguard Total International Stock Index Fund, a series of Vanguard Star Funds	1.27

Note1: Names of the major shareholders (who shareholding percentage shall be top 10) of the corporate shareholders and its shareholding percentage.

Note 2: The ex-dividend date of the year is on April 14, 2019.

4. Training of the directors

		Date of	TrainingDate	TrainingDate
Til	N				Oi	C N
te	ame	on Board	From	To	rganzer	ourse ame

Director	Lin, Wan-Shing	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
Director	Lin, Jin-Bao	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
Director	Chen Chueh, Shang-Hsin	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
Director	Kuo, Ya-Ping	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
			2019/07/17	2019/07/17	Securities and Futures Institute	Briefing session on insider equity trading laws compliance announcement
			2019/10/25	2019/10/25	Taiwan Corporate Governance Association	Corporate management and media news crisis management strategies
Director	Huang, Hsiang-Lin	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
			2019/07/17	2019/07/17	Securities and Futures Institute	Briefing session on insider equity trading laws compliance announcement
			2019/11/12	2019/11/12	Taiwan Academy of banking and finance	Analysis of important corporate governance judgments
Director	Hsu, Hsing-Hao	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
			2019/07/24	2019/07/24	Securities and Futures Institute	Briefing session on insider equity trading laws compliance announcement
			2019/10/01	2019/10/01	Taiwan Corporate Governance Association	Director Responsibility and Risk Management under the Latest Corporate Governance Blueprint
			2019/11/06	2019/11/06	Taiwan Stock Exchange Corporation	Publicity meeting for effective use of directors' functions
Director	TLC Capital Co.,LTD (Peng, Chih-Chiang)	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations

		Date of	TrainingDate	TrainingDate
Til	N				Oi	C N
te	ame	on Board	From	To	rganzer	ourse ame

Director	Yu, Shang-Wu	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
Director	Tsai, Song-Qi	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations
Director	Su, Yan-Syue	2019/06/12	2019/04/29	2019/04/29	Taiwan Corporate Governance Association	Corporate governance and securities regulations
			2019/05/24	2019/05/24	Chinese National Association of Industry and Commerce	The latest trends and important regulations for preventing money laundering and combating capital terrorism
Director	Wang, Chuan -Fen	2019/06/12	2019/07/11	2019/07/11	Taiwan Corporate Governance Association	Corporate Governance Blueprint and Operational Practice of Audit Committee and Remuneration Committee
			2019/07/11	2019/07/11		In response to the recent New Deal across the Taiwan Straits, opportunities for Taiwanese businessmen and related tax risk considerations

5. Information on directors’ independence

Qualification Name	Does he/she have more than 5yrs of	Does he/she have more than 5yrs of	Does he/she have more than 5yrs of
	work experience and the following						Degree of		independence (Note)
	professionalqualifications?
	Public and	Judge,	Work
	private	prosecutor,	experienc
																Number of
	universities	lawyer,	e in
																independent
	lecturer (or	accountants	business,
																directors
	above) in	or other	legal,
																serving
	business,	certified	financial,
																concurrently
	legal,	professionals	accountin
				1	2	3	4	5	6	7	8	9	10	11	12	as other
	financial,	and	g or
																public
	accounting	technicians	fields
																companies
	or other	in the fields	related to

	fields related	related to the	the
	to the	business of	business
	business of	the Company	of the
	the Company		Company
Lin, Wan-Shing			V					V	V			V		V	V	none
Lin, Jin-Bao			V					V	V	V		V		V	V	none
Chen Chueh, Shang-Hsin			V			V		V	V			V	V	V	V	none
Kuo, Ya-Ping			V		V	V		V	V	V	V	V	V	V	V	none
Huang, Hsiang-Lin			V		V			V	V	V	V	V	V	V	V	none
Hsu, Hsing-Hao			V	V	V	V	V	V	V	V	V	V	V	V	V	none
TLC Capital Co.,LTD			V	V	V	V	V	V	V	V	V	V	V	V		none
Yu, Shang-Wu	V		V	V	V	V	V	V	V	V	V	V	V	V	V	1
Tsai, Song-Qi		V	V	V	V	V	V	V	V	V	V	V	V	V	V	none
Su, Yan-Syue			V	V	V	V	V	V	V	V	V	V	V	V	V	2
Wang, Chuan -Fen		V	V	V	V	V	V	V	V	V	V	V	V	V	V	none

Note: Please add " ✓ " in the field under each criteria number if the director meets the criteria two years prior to being elected and during his/her term of service.

(1) Not an employee of the Company or any of its affiliates.

(2) Not a director or supervisor of the Company or any of its affiliates. (Do not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.)

(3) Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of issued shares of the Company or is ranked in the top 10 in shareholdings.

(4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of a managerial officer under (1) or any of the persons under (2) and (3).

(5) Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. (Do not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.).

(6) Not a director, supervisor, or employee of other company if a majority of the company's director seats or voting shares and those of that other company are controlled by the same person. (Do not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.).

(7) Not a director, supervisor, or employee of other company or institution if the chairman, general manager, or person holding an equivalent position of the company and a person in any of those positions at that other company or institution are the same person or are spouses.

(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. (Do not apply in cases where the specified company or institution holds more than 20 percent but less than 50 percent of the Company’s issued shares and are the independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.)

(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 thereof; provided, 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 Act or to the Business Mergers and Acquisitions Act or related laws or regulations.

(10) Not a spouse or a relative within the second degree of kinship to any director.

(11) Not been involved in any of situations defined in Article 30 of the Company Act.

(12) Not elected on behalf of a government agency or corporate or as a representative of these organizations as defined in Article 27 of the Company Act.

(II) Documents of president, vice president, assistant vice president, and chief of divisions

As of April 11, 2020

Title / Name	Gender	Nationality	Date of Apointmentt	Major academic (professional)	Other Part Time Position with Other Companies
Chairman and CEO (Note 1) Lin, Wan-Hsing	Male	Republic of China	1989/11/11	Master in Management, National Taiwan University of Science and Technology	Chairman of Tai Shin Electronics Corporation Chairman ofTXC (NINGBO) CORPORATION Chairman of GROWING PROFITS TRADING LTD Corporation Chairman of TAIWAN CRYSTAL TECHNOLOGY(HK) LTD Corporation Director ofTXC (CHONGQING) CORPORATION Director of TXC JAPAN CORPORATION LTD Director ofCHONGQING ALL SUNS COMPANY LIMITED
Vice CEO (Note 1) Chen Chueh, Shan-hsing	Male	Republic of China	2002/04/01	Master of management, Zhejiang University	Director ofTXC (NINGBO) CORPORATION Chairman ofTXC (CHONGQING) CORPORATION Chairman of Tai-Shing Electronics Components Corporation Director of Tai Shin Electronics Corporation Director ofCHONGQING ALL SUNS COMPANY LIMITED
President (Note 1) Kuo, Ya-Ping	Male	Republic of China	2009/08/01	BOSTON UNIVERSITY, MBA	-
TXC(NGB) President (Note 2) Chao, Min-Chiang	Male	Republic of China	2012/01/01	Ph.D., Naval Architecture & Ocean Engineering, National Taiwan University Engineer, Biomedical Engineering Center, ITRI	President of TXC (NINGBO) CORPORATION
TXC(CKG) President (Note 2) Chou,Chien-Fu	Male	Republic of China	2017/04/01	Master of National Taiwan of Science and Technology	President of TXC (CHONGQING) CORPORATION Chairman of Chongqing All Sun Company Limited
Executive Vice President (Note 3) Yu,Fang-Ming	Male	Republic of China	2012/01/01	Department of Electronic Engineering, Oriental Insitute of Technology	Executive Vice President of TXC (CHONGQING) CORPORATION
Vice President Lin, Shi-Bo	Male	Republic of China	2011/01/31	Master of Physics, UC, Riverside, USA	-
Vice President Chang, Chien-Tsung	Male	Republic of China	2012/01/01	City University of Macau, MBA Plant Manager, Taitien Electronics Co., Ltd.	Vice President of TXC (NINGBO) CORPORATION

Title / Name	Gender	Nationality	Date of Apointmentt	Major academic (professional)	Other Part Time Position with Other Companies
Vice President Cheng, Li-Wei	Male	Republic of China	2018/01/01	Ph D., Materials Science and Engineering of National Tsing Hua University	-
Chief Technology Officer Chu,Chih-Hsun	Male	Republic of China	2017/12/18	Ph D., Materials Science and Engineering of National Tsing Hua University	-
Vice President Kuo, Ya-Han	Female	Republic of China	2009/08/01	West Coast University, MBA	-
Vice President (Note 4) Su,Jing-Sheng	Male	Republic of China	2015/12/05	Master of Department of Electrical Engineering, National Tsing Hua University	-
Chief Engineer Chang, Qi-Zhong	Male	Republic of China	2006/04/01	Executive Master of Business Administration, EMBA National Chiao Tung University College of Management	-
Assistant Vice President Lin, Su-fen	Female	Republic of China	2010/07/01	Electrical Department of Kaohsiung Institute	-
Assistant Vice President Su, Zhe-Ming	Male	Republic of China	2011/01/31	Department of Electrical Engineering, National Taiwan Ocean University	-
Assistant Vice President Liu,Hsu-Er	Male	Republic of China	2015/06/01	Master of Department of Materials Science and Engineering, National Taiwan University	Assistant Vice President of TXC (NINGBO) CORPORATION
Assistant Vice President Chiu,Chih-Hung	Male	Republic of China	2019/06/01	Master of Executive Master of Business Administration	-
Assistant Vice President Pao,Shih-Yung	Male	Republic of China	2019/06/01	Ph.D of National Taiwan University Institute of Applied Mechanics	-
Assistant Vice President Huang,Hsiang-Lin	Male	Republic of China	2019/09/01	State University of New York at Albany, Master of Business Administration (MBA)	-
Chief Financial Officer (CFO) Hong, Guan -Wen	Female	Republic of China	2003/03/11	MBA, National Taipei University	Supervisor of Win win precision technology Supervisor of Godsmith Sensor Inc.

Title / Name Gender Nationality

Date of Apointmentt

Major academic (professional)

Other Part Time Position with Other Companies

Note 1: The board of directors appointed Mr. Lin Wan-Shing as the CEO, Mr. Chen Chueh, Shang-Hsin as the deputy CEO and Mr. Kuo, Ya-Ping as the president on Jun. 12, 2019.

Note 2: In response to the concept adjustment of the organization, vice predident Mr. Chao, Min-Chiang is hereby appointed as the president of TXC (NINGBO) CORPORATION and Mr. as the president of TXC (CHONGQING) CORPORATION in Dec. 2019.

Note 3: Mr. Yu, Fang-Ming was promoted to executive vice president of TXC (CHONGQING) CORPORATION on Aug. 8, 2019.

Note 4: Associate vice president Mr. Su, Jing-Sheng of manufacturing center was promoted to vice president on Nov. 1, 2019.

Note 5: Mr. Chiu, Chih-Hung, director of R & D center and Mr. Pao, Shih-Yung, senior special assistant (Level 3), were promoted to deputy technical director on June 1, 2019.

Note 6: Mr. Huang, Hsiang-Lin, director of the marketing center, was promoted to associate vice president of the marketing center on Sep. 1, 2019.

III. Remuneration and Compensation Paid to Directors, and President and Vice President

(I) Remuneration Paid to Directors

December 31, 2019 Unit: Shares, NT$ 1,000

Title Name				Director’s Remuneration	Director’s Remuneration	Director’s Remuneration			Total Remuneration (A+B+C+D) as a % of	Total Remuneration (A+B+C+D) as a % of	Compensation E	Compensation E	Compensation E	arned bya	Director Who is an Employee	Director Who is an Employee	Director Who is an Employee	Director Who is an Employee	Total Compensation A+B+C+D+E+F+G)as a % of Net Income (Note 10)	Total Compensation A+B+C+D+E+F+G)as a % of Net Income (Note 10)	Compensation Paid to Directors from Non-Consolidated Affiliates (Note 11)
	Base Compensation(A) (Note 2)		Seve	rance Pay	Compensation to		Allowances (D)				Base Compensation, Bonuses and		Severan	ce Pay and	Compensation to Employees (G)
			and P	ensions (B)	Directors (C) (Note 3)		(Note 4)		Net Income (Note 10)		Allowances (E) (Note 5)		Pens	ions (F)		(Note 6)			of Net Incom
	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From	TXC	From All Consolidated Entities		From	From All Consolidated Entities (Note 7)
															Cash	Stock	(Note 7) Cash Stock		TXC

Chairman and CEO Lin,Wan-Shing	0	0	0	0	7,725	7,725	840	840	1.2750	1.2750	7,635	12,253	900	900	4,100	0	4,100	0	3.1559	3.8432	4,203
Director Lin,Jin-Bao
Director Chen Chueh Shang-Hsin
Director Kuo,Ya-Ping
Director Huang, Hsiang-Lin
Director Hsu,Hsing-Hao
Director TLC Capital Co.,LTD
Representative: Peng, Chih-Chiang
Representative: ChangWen-Chin
Director Golden Talent Investment Holding co., Limited
Representative: Chou,Ming-chih
Director Hsu,Der-Jun
Director Go,Tien-Chong

Title Name	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Total Remuneration (A+B+C+D) as a % of	Total Remuneration (A+B+C+D) as a % of	Compensation Earned bya Director Who is an Employee	Compensation Earned bya Director Who is an Employee	Compensation Earned bya Director Who is an Employee	Compensation Earned bya Director Who is an Employee	Compensation Earned bya Director Who is an Employee	Compensation Earned bya Director Who is an Employee	Compensation Earned bya Director Who is an Employee	Compensation Earned bya Director Who is an Employee	Total Compensation A+B+C+D+E+F+G)as a % of Net Income (Note 10)	Total Compensation A+B+C+D+E+F+G)as a % of Net Income (Note 10)	Compensation Paid to Directors from Non-Consolidated Affiliates (Note 11)
	Base Compensation(A) (Note 2)		Severance Pay		Compensation to		Allowances (D)				Base Compensation, Bonuses and		Severance Pay and		Compensation to Employees (G)
			and Pensions (B)		Directors (C) (Note 3)		(Note 4)		Net Income (Note 10)		Allowances (E) (Note 5)		Pensions (F)		(Note 6)
	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC	From All Consolidated Entities (Note 7)	From TXC		From All Consolidated Entities		From	From All Consolidated Entities (Note 7)
															Cash Stock		(Note 7) Cash Stock		TXC

Independent Director Yu, Shang-Wu	0	0	0	0	4 ,200	4,200	960	960	0.7681	0.7681	0	0	0	0	0	0	0	0	0.7681	0.7681	0
Independent Director Tsai,Song-Qi
Independent Director Su,Yan-Syue
Independent Director Wang, Chuan -Fen
1. Please describe the policy, system, standards and structure of independent directors' remuneration, as well as the connection between the amount of remuneration paid and director’s responsibilities, risks, time investment and other factors: the remuneration of the directors of the Company is determined by the board of directors in accordance with the Articles of Incorporation, issued based on the director's participation in the Company's operations and contribution, with reference to both domestic and foreign market standards. If the Company has a profit, the board of directors will determine the amount of directors' remuneration in accordance with the Company's Articles of Incorporation. Independent directors are ex-officio members of the audit committee. In addition to the general remuneration paid to directors, the Company takes into account of each director’s individual responsibilities, risks and investment time, and also determines different reasonable remunerations. 2. In addition to the information disclosed in the table above, has any Director provided services to TXC Corporation and its subsidiaries and received compensation for such services (e.g. serving as a consultant that is not an employee): None.

Note: The representative of TLC Capital Co., LTD, the legal director, was changed from Mr. Chang Wen-Chin to Mr. Peng, Chih-Chiang on February 18, 2019. Mr. Kuo, Ya-Ping, Mr. Huang, Hsiang-Lin and Mr. Hsu, Hsing-Hao were elected as the new directors; Golden Talent Investment Holding co., Limited, Mr. Hsu, Der-Jun and Mr. Go, Tien-Chong, the legal directors, resigned; Mr. Lin, Wan-Shing,the director of the board of directors, was elected as the chairman of the board of directors, and appointed Mr. Lin, Wan-Shing as the CEO, Mr. Chen Chueh Shang-Hsin as the deputy CEO, and Mr. Kuo, Ya-Ping was appointed as the president at the general meeting of shareholders on Jun. 12, 2019.

Table of Remuneration Scale


	Director Names


Remuneration Paid to Directors	Total Remuneration (A+B+C+D)		Total Compensation (A+B+C+D+E+F+G)

		From All Consolidated Entities		From All Consolidated Entities
	From TXC (Note 8)		From TXC (Note 8)
		(Note 9)H		(Note 9)I

Less than NT$1,000,000	Hsu, Hsing-Hao, Peng, Chih-Chiang , Chang Wen-Chin, Chou, Ming-chih ,Hsu, Der-Jun, Go Tien-Chong, Golden Talent Investment Holding co., Limited`、` TLC Capital Co., LTD	Hsu, Hsing-Hao, Peng, Chih-Chiang , Chang Wen-Chin, Chou, Ming-chih ,Hsu, Der-Jun, Go Tien-Chong, Golden Talent Investment Holding co., Limited`、`TLC Capital Co., LTD	Hsu, Hsing-Hao, Peng, Chih-Chiang , Chang Wen-Chin, Chou, Ming-chih ,Hsu, Der-Jun, Go Tien-Chong, Golden Talent Investment Holding co., Limited`、`TLC Capital Co., LTD	Hsu, Hsing-Hao, Peng, Chih-Chiang , Chang Wen-Chin, Chou, Ming-chih ,Hsu, Der-Jun, Go Tien-Chong, Golden Talent Investment Holding co., Limited`、` TLC Capital Co., LTD
NT$1,000,000 –NT$1,999,999	Lin, Wan-Shing, Lin, Jin-Bao, Chen Chueh Shang-Hsin, Kuo, Ya-Ping, Huang, Hsiang-Lin, Yu, Shang-Wu, Tsai, Song-Qi, Su, Yan-Syue, Wang ,Chuan –Fen	Lin, Wan-Shing, Lin, Jin-Bao, Chen Chueh Shang-Hsin, Kuo, Ya-Ping, Huang, Hsiang-Lin, Yu, Shang-Wu, Tsai, Song-Qi, Su, Yan-Syue, Wang ,Chuan –Fen	Shang-Wu, Tsai, Song-Qi, Su, Yan-Syue, Wang ,Chuan –Fen	Shang-Wu, Tsai, Song-Qi, Su, Yan-Syue, Wang ,Chuan –Fen
NT$2,000,000 –NT$3,499,999			Chen Chueh Shang-Hsin`、`Huang, Hsiang-Lin	Huang, Hsiang-Lin
NT$3,500,000 –NT$4,999,999			Lin, Jin-Bao, Lin, Wan-Shing, Kuo, Ya-Ping	Lin, Jin-Bao, Kuo, Ya-Ping
NT$5,000,000 - NT$9,999,999				Lin, Wan-Shing, Chen Chueh Shang-Hsin
NT$10,000,000 - NT$14,999,999
NT$15,000,000 - NT$29,999,999
NT$30,000,000 - NT$49,999,999
NT$50,000,000 - NT$99,999,999
NT$100,000,000 and above
Total	17 persons (included 2 corporate directors)	17 persons (included 2 corporate directors)	17 persons (included 2 corporate directors)	17 persons (included 2 corporate directors)

Note 1: Director names shall be listed separately (the shareholder name and representative shall be listed separately for corporate directors) and each payment amount shall be disclosed as a summary. If directors concurrently serve as president and vice presidents, list in this Table and Tables (3-1) or (3-2) below.
Note 2: 2019 director remuneration (includes director salary, allowances, severance pay, various bonuses and incentives).
Note 3: 2020 compensation to directors passed by the Board of Directors in 2019.
Note 4: Related 2019 director allowances (including travel expenses, special expenses, all kinds of allowances, accomodations, substantive objects offered in the form of vehicles and etc.). If real estate, cars and other transportation or exclusive personal expenses are offered, the asset category and cost, actual rent or rent calculated at fair market value, fuel expenses and other payments shall be disclosed. If a driver is assigned, attach an explanation of the driver’s related compensation but do not include the compensation into the remuneration.
Note 5: 2019 directors who concurrently hold positions in the company (including the president and vice presidents, other managers and employees) receive remunerations including salary, duty differential pay, severance pay, all kinds of bonuses, incentive pays, accomodations, and substantive objects offered in the form of vehicles. If real estate, cars and other transportation or exclusive personal expenses are offered, the asset category and cost, actual rent or rent calculated at fair market value, fuel expenses and other payments shall be disclosed. If a driver is assigned, attach an explanation of the driver’s related compensation but do not include the compensation into the remuneration.
Note 6: 2019 directors concurrently hold positions in the Company (including the president and vice presidents, other managers and employees) who receive employee bonuses (including stock and cash) shall disclose the 2019 employee compensation amounts passed and distributed by the 2020 Board of Directors meeting. If estimation is not possible, calculate this year’s proposed distribution amounts based on the actual percentages distributed for the previous year and list in Table 1-3.
Note 7: The total of all compensation items from all consolidated entities (including the Company) paid to Company directors shall be disclosed.
Note 8: The total of each of the remuneration items paid by the Company to each director are disclosed under the corresponding director name in the scale.
Note 9: The total of each of the remunderation items paid by all consolidated entities to Company directors shall be disclosed under the corresponding director name in the scale.
Note 10: Net Income refers to 2019 net income: Those who have adopted IFRS, net income refers to the net income in individual or separate financial reports for the most recent year.
Note 11: a. This column shall clearly list the related remuneration amounts from reinvested companies other than subsidiaries.
b. If Company directors receive remuneration from reinvested companies other than subsidiaries, the remuneration received by Company directors from reinvested companies other than subsidiaries is included in the Remuneration Scale column and the column is renamed All Reinvested Entities.
c. Compensation and remuneration refers to the compensation and remuneration (employee, director and supervisor remuneration), business execution expenses and other related remuneration received by Company directors as directors, supervisors and managers of reinvested entities other than subsidiaries.

(II) Compensation Paid to President and Vice Presidents

								December 31,2019 Unit: Thousand Shares,NT$1,000	December 31,2019 Unit: Thousand Shares,NT$1,000	December 31,2019 Unit: Thousand Shares,NT$1,000	December 31,2019 Unit: Thousand Shares,NT$1,000	December 31,2019 Unit: Thousand Shares,NT$1,000	December 31,2019 Unit: Thousand Shares,NT$1,000	December 31,2019 Unit: Thousand Shares,NT$1,000
Title	Name	Base Compensation (A) (Note 2)				Bonuses and Allowances						Total Compensation as a % of Net Income (A+B+C+D) (Note 8`）`		Compensation Paid to Directors from Non-Consolidated Affiliates (Note 9)
				Severance Pay and		(C)		Employee Compensation (D)
				Pensions (B)		(Note 3)		(Note 4)
		From TXC	From All
					From All		From All	From TXC		From All Consolidated Entities			From All
			Consolidated	From	Consolidated	From	Consolidated			Nt 5		From	Consolidated
			Entities	TXC	Entities	TXC	Entities			(oe)		TXC	Entities

			(Note 5)		(Note 5)		(Note 5)	Cash	Stock	Cash	Stock		(Note 5)

Chairman &CEO	Lin, Wan-Shing	16,907	22,583	1,953	1,953	5,598	11,036	9,600	0	9,600	0	5.0698	6.7242	3,868
Deputy CEO	Chen Chueh Shang-Hsin
President	Kuo, Ya-Ping
TXC(NGB) President	Chao, Min-Chiang
TXC(CKG) President	Chou, Chien-Fu
Executive Vice President	Yu, Fang-Ming
Vice President	Lin, Shi-Bo
Vice President	Chang, chien-Tsung
Vice President	Cheng, Li-Wei
Chief Technology Officer	Chu,Chih-Hsun
Vice President	Kuo,Ya Han
Vice President	Su, Jing-Sheng

＊ Regardless of the position, those positions equivalent to President and Vice President (i.e.: President, CEO and Director) have all been disclosed.

Compensation Scale


Compensation Paid to	Names of Senior Executives
Senior Executives	The Company(Note 6)	The Company in the financial report`（`Note 7`）`(E)

Less than NT$1,000,000
NT$1,000,000 –NT$1,999,999	Chen Chueh Shang-Hsin, Chang,Chien-Tsung,
NT$2,000,000 –NT$3,499,999	Chao,Min-Chiang, Chou, Chien-Fu, Yu,Fang-Ming, Lin, Shi-Bo, Cheng,Li-Wei,Chu,Chih-Hsun,Kuo,Ya Han,Su,Jing-Sheng	Lin, Shi-Bo, Chang,Chien-Tsung, Chu,Chih-Hsun, Su, Jing-Sheng
NT$3,500,000 –NT$4,999,999	Lin, Wan-Shin, Kuo, Ya-Ping	Lin, Wan-Shin, Chen Chueh Shang-Hsin , Kuo, Ya-Ping, Chao,Min-Chiang, Chou, Chien-Fu,, Yu,Fang-Ming, Cheng, Li-Wei, Kuo,Ya Han
NT$5,000,000 - NT$9,999,999
NT$10,000,000 - NT$14,999,999
NT$15,000,000 - NT$29,999,999
NT$30,000,000 - NT$49,999,999
NT$50,000,000 - NT$99,999,999
NT$100,000,000 and above
Total	12persons	12persons

Note 1: The names of president and vice general presidents shall be listed separately (the shareholder name and representative shall be listed separately for corporate directors) and each payment amount shall be disclosed as a summary. If there are directors that concurrently serve as a president and vice general presidents, list in this Table and Tables (1-1) or (1-2) below.
Note 2: Lists 2019 salary, allowances and severance pay for the general and vice general managers.
Note 3: Lists 2019 president and vice general presidents bonuses, incentives, travel expenses, special expenses, all kinds of allowances, accomodations, substantive objects offered in the form of vehicles and other remuneration). If real estate, cars and other transportation or exclusive personal expenses are offered, the asset category and cost, actual rent or rent calculated at fair market value, fuel expenses and other payments shall be disclosed. If a driver is assigned, attach an explanation of the driver’s related compensation but do not include the compensation into the remuneration
Note 4: 2019 directors concurrently hold positions in the Company (including the president and vice general presidents, other managers and employees) who receive employee bonuses (including stock and cash) shall disclose the 2019 general manager and vice general manager employee compensation amounts passed and distributed by the 2020 Board of Directors meeting. If estimation is not possible, calculate this year’s proposed distribution amounts based on the actual percentages distributed for the previous year and list in Table 1-3. Net Income refers to the most recent year’s net income: Those who have adopted IFRS, net income refers to the net income in individual or separate financial reports for the most recent year.
Note 5: The total of all compensation items from all consolidated entities (including the Company) paid to Company president and vice general presidents shall be disclosed.

Note 6: The total of each of the remuneration items paid by the Company to each general and vice general manager shall be disclosed under the corresponding general manager and vice general manager names in the scale.
Note 7: The total of each of the remuneration items paid by all consolidated entities (including the Company) to each general and vice general manager shall be disclosed under the corresponding president and vice general presidents’ name is the scale.
Note 8: Net Income refers to 2019 net income: Those who have adopted IFRS, net income refer to the net income in individual or separate financial reports for the most recent year.
Note 9: a. This column shall clearly list the related remuneration amounts from reinvested companies other than subsidiaries.
b. If Company general and vice general managers receive remuneration from reinvested companies other than subsidiaries, the remuneration received by Company directors from reinvested companies other than subsidiaries is included in Remuneration Scale Column E and the column is renamed All Reinvested Entities.
c. Remuneration refers to the compensation and remuneration (employee, director and supervisor remuneration), business execution expenses and other related remuneration received by Company general and vice general managers serving as directors, supervisors and managers of reinvested entities other than subsidiaries.
＊ There are differences in the income concept in the remuneration information disclosed in this Table and income tax laws so this Table is used for information disclosure and not taxation purposes.
＊ Regardless of the position, those positions equivalent to President and Vice President (i.e.: President, CEO and Director) have all been disclosed.

(III) Profit Sharing Distributed to Managers (Proposed 2019 Employee Profit Sharing Amounts)

December 31, 2019 Unit: Thousand Shares, NT$ 1,000


						% of
	Title	Name	Stock	Cash	Total
						Net Income


Managers	Chairman and CEO	Lin, Wan-Shing	0	15,000	15,000	2.2329
	Deputy CEO	Chen Chueh Shang-Hsin
	President	Kuo, Ya-Ping
	TXC (NGB) President	Chao, Min-Chiang
	TXC (CKG) President	Chou, Chien-Fu
	Executive Vice President	Yu, Fang-Ming
	Vice President	Lin, Shi-Bo
	Vice President	Chang, Chien-Tsung
	Vice President	Cheng, Li-Wei
	Chief Technology Officer (CTO)	Chu, Chih-Hsun
	Vice President	Kuo, Ya-Han
	Vice President	Su, Jing-Sheng
	Chief Engineer	Chang, Qi-Zhong
	Assistant Vice President	Lin, Su-fen
	Assistant Vice President	Su, Zhe-Ming
	Assistant Vice President	Liu, Hsu-Er
	Deputy CTO	Chiu,Chih-Hung
	Deputy CTO	Pao,Shih-Yung
	Assistant Vice President	Huang, Hsiang-Lin
	Chief Financial Officer (CFO)	Hong, Guan -Wen

Note 1: Name and title of individuals shall be disclosed but earning distribution shall be disclosed in summarized form.

Note 2: Employee remuneration amounts (including stocks and cash) for managers passed by the 2020 Board of Directors meeting. If estimation is not possible, calculate this year’s proposed distribution amounts based on the actual percentages distributed for the previous year. Net Income refers to 2019 net income: Those who have adopted IFRS, net income refers to the net income in individual or separate financial reports for the most recent year.

Note 3: The scope of application for managers is determined according to the rules set down in the March 27, 2003 Tai-tsai-cheng-san no. 0920001301 letters. The scope is as follows:
(1) President and equivalent level personnel
(2) Vice president and equivalent level personnel
(3) Assistant vice president and equivalent level personnel
(4) Financial department supervisor

(5) Accounting department supervisor
(6) Other persons handling company management affairs and with signature authority.

Note 4: If directors, presidents and vice presidents receive employee compensation (including stocks and cash), the compensation shall be listed in Table 1-2 and additionally in this Table.

Note 5: Remuneration by the Company to individual directors shall be disclosed under the following circumstances:
1. Remuneration to individual directors shall be disclosed if there have been consecutive after-tax losses for the previous three year: Not applicable.
2. Remuneration to individual directors shall be disclosed in the event of insufficient director shareholdings for three consecutive months in the most recent year: Not applicable
3. If there are directors with an average pledged share ratio of over 50% for any three months in the most recent years, the individual director(s) with the average pledged share ratio exceeeding 50% for each of these months shall be disclosed: Not applicable.
4. If all Directors receive the directors' remuneration of all companies in the financial report accounting for more than 2% of the after tax net profit, and individual directors receive the remuneration of more than NT$15 million: None.
5. Where the results of the corporate governance evaluation of a listed or OTC company in the most recent year are at the last level, or where the trading method has been changed, the trading has been stopped, or the listed and OTC company has been terminated in the most recent year and up to the date of printing the annual report, or where the approval of the corporate governance evaluation committee indicates that the company should not be evaluated: None.
6. This restriction shall not apply to full-time employees of a listed or OTC company whose average annual salary for the most recent year is less than NT$500,000: None.
(IV) Individually compare and explain the analysis of the remuneration paid to Company directors, president and vice presidents as a percentage of net income by the Company and all consolidated entities over the past two years and explain the remuneration payment policy, standard and mix, procedure for setting remuneration and operation performance and future risk correlation.
1. Remuneration Paid to Company Directors, President and Vice Presidents as a Percentage of Net Income by the Company over the Past Two Years

Unit: %

Title				Income
		Remuneration as Percentage of Net
		2019		2018
	From TXC	From All Consolidated Entities	From TXC	From All Consolidated Entities
Director	3.92	4.61	3.46	4.28
President and Vice Presidents	5.07	6.72	4.82	6.72

Note 1 2019 director and president and vice president remuneration amounts are passed and distributed by the 2020 Board of Directors meeeting so the remuneration at percentage of net income calculations in this column are temporary estimates.

Company director remuneration is determined based on the Company’s Articles of Incorporation. Fair remuneration is provided by considering Company operation results and contributions towards company performance. Peesident and vice presidents remuneration payment policy is based on the Company’s Salary Management Rules and salary levels for that job position in the industry market, the scope of authority of that job position inside the Company and degree of contribution toward operation targets. The procedure for setting remuneration follows evaluation and review procedures in the Company’s Director and Manager Performance Evaluation Rules. In addition to referring

to the Company’s overall operational performance, future industry risks and development trends, individual performance achievement rates and contribution towards company performance is considered in order to provide fair compensation. The fairness of related performance evaluations and remuneration are reviewed by the salary and compensation committee and Board of Directors. The remuneration system is discussed at appropriate times based on actual operating conditions and with respect to related laws to achieve a balance between sustainable company operation and risk control.

IV. Implementation of Corporate Governance

(I) Operation of the Board of Directors

In 2019, the Board of Directors had held 7 meetings (A), the attendance of which as as follows:

				December 31, 2019	December 31, 2019
Title	Name	Actual number of attendees (B)	Number of proxy attendees	Actual rate of attendance (%) [B/A]	Remarks
Chairman	Lin, Wan-Shing	7	0	100
Director	Lin, Jin-Bao	7	0	100
Director	Chen Chueh, Shang-Hsin	7	0	100
Director	Kuo, Ya-Ping	5	0	100	Jun. 12, 2019 newly elected
Director	Huang, Hsiang-Lin	5	0	100
Director	Hsu, Hsing-Hao	5	0	100
Director	TLC Capital Co., LTD (Peng,hih-Chiang)	6	0	86
Director	Hsu, Der-Jun	2	0	100	Jun. 12, 2019 resigned
Director	Go, Tien-Chong	1	0	50
Director	GoldenTalent Investment Holding co., Limited (Chou,Ming-chih)	1	1	50
Independent Director	Yu, Shang-Wu	7	0	100
Independent Director	Tsai, Song-Qi	7	0	100
Independent Director	Su, Yan-Syue	6	1	86
Independent Director	Wang, Chuan -Fen	7	0	100

Other items to be recorded:

The date, session, agenda, opinions of all independent directors and the Company’s means of processing the opinions of independent directors shall be specified if one of the following circumstances occurred in the operation of the board of directors:
(1) Matters listed under Article 14-3 of the Securities and Exchange Act: Not applicable, since the Company has established an audit committee; matters listed under Article 14-5 of the Securities and Exchange Act shall be applicable instead;
(2) Other board resolutions recorded and stated in writing with opposing or reserved opinions from independent directors other than those mentioned above: None; there was no opposing or reserved opinions of the period from the independent directors.
Directors' implementation on the avoidance of interest-related motions: (1) Date: 2019/04/25

Agenda: 2018Annual Performance Appraisal on the Directors and Managers.

Directors avoiding conflicts of interest: Chairman Lin, Jin-Bao, President Lin, Wan-Shing, Director Chen Chueh, Shang-Hsin

Reasons for the avoidance of conflict of interests and participation in voting: Whereas Chairman Lin, Jin-Bao, President Lin, Wan-Shing, Director Chen Chueh, Shang-Hsin are the Company’s managers, the parties in question shall avoid conflict of interests by not participating in the discussion and voting pursuant to Item 2, Article 206 of the Company Act. Chairman LIN had appointed Independent Director Yu, Shang-Wu to preside in the discussion and voting on behalf of the Chairman.