Board of Directors and Functional Committees

Board of Directors

Members of the Board of Directors of the Company are elected based on “Procedures for Election of Directors”. To ensure independence of independent directors, both qualifications and election of the independent directors comply with “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”.

Board of Directors

The Company elected directors, which included 3 independent directors of all 7 members, for the 6th term on 2020 Annual Shareholders’ Meeting. And functional committees (Audit Committee for the 2nd term and Compensation Committee for the 5th term and Corporate Social Responsibility Committee for the 1st term) also established after the election of directors. All 7 members of the Board of Directors equip with outstanding professional competence and broad practical experience and will do the best judgement and supervision on major decisions for the Company.
The term of the 6th Board of Directors：June 12, 2020 thru June 11, 2023.

Members of Board of Directors

Title	Name	Education & Experience
Representative of juristic-person director, Chairman	Princeton Healthcare Limited Representative: Pei-Lin Lee	Department of Medical Imaging and Radiological Science, Central Taiwan University of Science and Technology (originally known as Department of Radiological Technology , ChungTai Junior College) MBA, Pacific Western University Department of Medical Imaging (originally known as Department of Radiology), National Taiwan University Hospital Honorary Doctorate, Central Taiwan University of Science and Technology
Vice Chairman	Tien-Ying Lee	School of Medicine, China Medical University A Pass on Exams for Doctors Held by Ministry of Examination Resident, Department of Medicine, Mackay Memorial Hospital Chief Resident, Division of General Medicine / Division of Infectious Diseases, Mackay Memorial Hospital
Director	Chun-Shung Huang	School of Medicine, Kaohsiung Medical University (originally known as Kaohsiung Medical College ) A Pass on Exams for Doctors Held by Ministry of Examination Specialist, Department of Orthopaedics President, Childhood Burn Foundation of The Republic of China President, Hospice Foundation of Taiwan Director, Taiwan Medical Center Association Director, Taiwan Orthopaedic Association Superintendent, Mackay Memorial Hospital President, Mackay Memorial Hospital Superintendent, Jen Ching Memorial Hospital
Representative of juristic-person director	Yen-Hsin Investment Ltd. Representative: Yung-Shun Chuang	EMBA, National Taiwan University President, AAEON Technology Inc.
Independent director	Kuei-Tuan Chen	PhD in Economic Law, Graduate School, China University of Political Science and Law Master, Graduate Institute of Public Finance, National Chengchi University CPA License holder Chair, Department of Accounting, Feng Chia University Chair, Corporate Governance Research Center Legislative assistant, Budget Center, Legislative Yuan, Republic of China (Taiwan) Standing Directors, Taiwan CPA Association
Independent director	Chang-Jian Ho	School of Chinese Medicine, China Medical University (originally known as China Medical College) A Pass on Exams for Doctors Held by Ministry of Examination Certification specialist, department of radiology Certification specialist, department of geriatrics and gerontology Resident / Chief Resident / Attending Physician / Director, Department of Radiology, Heping Fuyou Branch, Taipei City Hospital (originally known as Taipei Municipal Hoping Hospital) Adjunct Director, Engineering Affairs Office, Heping Fuyou Branch, Taipei City Hospital (originally known as Taipei Municipal Hoping Hospital) Adjunct Attending Physician, Department of Medical Imaging (originally known as Department of Radiology), National Taiwan University Hospital
Independent director	Geng-Wang Liaw	Master, Department of Health Services Administration, China Medical University School of Medicine, China Medical University A Pass on Exams for Doctors Held by Ministry of Examination Certification specialist, department of emergency medicine Resident / Attending Physician, Department of Emergency Medicine, China Medical University Hospital Resident, Department of Medicine, Taichung Hospital, Ministry of Health and Welfare (originally known as Taichung Hospital) Attending Physician, Department of Emergency Medicine, Taichung Tzu Chi Hospital, Buddhist Tzu Chi Medical Foundation

Professional qualifications and independence analysis of directors, and diversified Board members structure

Note: If the directors and supervisors meet the following conditions within two years before and during their tenure of office, place a “” mark in the space below each condition code.

Not an employee of the Company or any of its affiliates.
Not a director or supervisor of the Company or any of its affiliates. Not applicable in cases where the person is concurrently the independent director as appointed by the Company, its parent company, or any subsidiary of the same parent company in accordance with the Act or the laws of the country of the parent company or subsidiary.
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 outstanding shares of the Company or ranks in the top 10 in holdings.
Not a spouse, within a second-degree relative or within a third-degree direct blood relative of the managers listed in 1. or persons listed in 2. and 3.
Not a director, supervisor, or employee of a corporate shareholder who directly holds 5% or more of the total number of outstanding shares of the Company or who holds shares ranking in the top five holdings, or any of its affiliates, or who is appointed as the Company’s director or supervisor in accordance with Paragraph 1 or 2, Article 27 of the Company Law. Not applicable in cases where the person is an independent director of the Company, its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.
Not a director of the Company or a director, supervisor or employee of any other company of which more than 50% of the voting shares are controlled by the some one person. Not applicable in cases where the person is concurrently the independent director as appointed by the Company, its parent company, or any subsidiary of the same parent company in accordance with the Act or the laws of the country of the parent company or subsidiary.
Not a director, supervisor or employee of any other company or institution who is concurrently the Chairman, General Manager or someone holding the equivalent position of the Company or the spouse of any of them. Not applicable in cases where the person is concurrently the independent director as appointed by the Company, its parent company, or any subsidiary of the same parent company in accordance with the Act or the laws of the country of the parent company or subsidiary.
Not a director or supervisor of a particular company who has business transaction or financial transaction with the Company or a shareholder with more than 5% of that company’s shares. Not applicable in cases where a particular company or institution holds 20% or more (no more than 50%) of the Company’s shares, and the person is an independent director of the Company, its parent company, or any subsidiary as appointed in accordance with the Act or with the laws of the country of the parent or subsidiary.
Not a commercial, legal, financial or accounting professional or a owner, partner, director, supervisor, manager or their spouse of a sole proprietorship, partnership, or corporate institution that provides the Company and its affiliates with auditing services or has a cumulative income of no more than NT$ 500 thousand in the last two years. However, it is not applicable to the members of the Compensation Committee, the Public Acquisition Review Committee, or Mergers and Acquisitions Special Committee performing their duties in accordance with the relevant laws and regulations of the Securities Exchange Act or the Business Mergers Acquisitions Act.
Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.
Not been a person of any conditions defined in Article 30 of the Company Law.
Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

The Company has formulated the “Code of Practice for Corporate Governance” which has been approved by the Board and implemented to organize a diversified Board member structure. The Board has seven members, of which three are for independent directors. Since the Company is engaged in the medical business, there are five directors with medical background, one with financial background and one with medical IT background. The Board member structure meets the needs for corporate development and makes the Board effectively functional. The company also lays emphasis on the gender equality of the members of the Board. However, since it is not easy to find female directors to join in the medical industry, the Company will therefore strive to find female directors who meet the Company’s industrial and professional needs. A female director is expected to be added to the 7th Board of Directors to achieve the goal. Diversified Board members structure:

Diversification & Director Name	Gender	Operational Judgment	Accounting and Financial Analysis	Management	Crisis Handling	Industrial Knowledge	International Vision	Leadership	Decision Making
Princeton Healthcare Limited Representative:Pei-Lin Lee	Male	○	○	○	○	○	○	○	○
Tien-Ying Lee	Male	○		○	○	○	○	○	○
Chun-Shung Huang	Male	○		○	○	○	○	○	○
Yen-Hsin Investment Ltd. Representative: Yung-Shun Chuang	Male	○	○	○	○	○	○	○	○
Kuei-Tuan Chen	Male	○	○	○	○		○	○	○
Chang-Jian Ho	Male	○		○	○	○	○	○	○
Geng-Wang Liaw	Male	○		○	○	○	○	○	○

The Attendance of Board of Directors

A total of 6 (A) meetings of the Board of Directors were held in the previous period (2020). The attendance of director and supervisor were as follows:

Title	Name	Attendance in Person (B)	Attendance rate (%)【B/A】
Representative of juristic-person director, Chairman	Princeton Healthcare Limited Representative: Pei-Lin Lee	6	100%
Vice Chairman	Tien-Ying Lee	6	100%
Director	Chun-Shung Huang	6	100%
Representative of juristic-person director	Yen-Hsin Investment Ltd. Representative: Yung-Shun Chuang	6	100%
Independent director	Kuei-Tuan Chen	6	100%
Independent director	Chang-Jian Ho	6	100%
Independent director	Geng-Wang Liaw	6	100%

Board of Directors and Functional Committees