Investor Relations

Major Company System & Operation

Corporate Governance Operation Status

In order to establish a sound corporate governance system,TSC refers to the “Corporate Governance Best Practice Principles” formulated by the Taiwan Stock Exchange and the Taiwan Securities Association. The company has formulated the “Corporate Governance Principles” to establish an effective corporate governance framework. Additionally,we have appointed a Corporate Governance Officer, who serves as the highest executive in charge of corporate governance-related matters, held by the VP of the General Administration Department. Various relevant units are responsible for executing various corporate governance affairs.

The Corporate Governance Officer has held a managerial position in a publicly traded company engaged in financial, accounting, or corporate governance-related matters for more than five years.

Corporate Governance Business Execution for the Year 2022:
1. Conducted 7 board meetings and 6 audit committee meetings, preparing meeting minutes.
2. Held 1 shareholder meeting, preparing meeting minutes.
3. Assisted directors and supervisors in appointment and continuous education, with a total of 7 individuals undergoing training for a combined duration of 44 hours.
4. Provided necessary information for the execution of duties by directors and supervisors.
5. Assisted directors and supervisors in compliance with laws.
6. Handled other matters as stipulated in the company’s articles of association or contracts, etc.

Training for Chief Corporate Governance Officer in 2022

Title	Name	Study Date	Organizer	Course Name	Training Hours
Director	Wang Shiu Ting	Nov 30, 2022	The Accounting Research and Development Foundation	The Latest Development of the ESG and the Financial Statement Self-Preparation Policies and Internal Control Management Practices	6.0
Director Representative	Wang Xing Lei	Nov 30, 2022	The Accounting Research and Development Foundation	The Latest Development of the ESG and the Financial Statement Self-Preparation Policies and Internal Control Management Practices	6.0
Director Representative	Liu Chang Yu	Nov 03, 2022	Securities and Futures Institute	Introduction to Right of Disgorgement and Related Cases	3.0
Director Representative	Liu Chang Yu	Nov 15, 2022	Securities and Futures Institute	ESG New Economy and New Opportunities for Enterprise Transformation	3.0
Independent Director	Jhan Cian Long	Oct 19, 2022	Securities and Futures Institute	Introduction to Right of Disgorgement and Related Cases	3.0
Independent Director	Jhan Cian Long	Oct 19, 2022	Securities and Futures Institute	Challenges and Opportunities of Sustainable Development Path and Introduction of Greenhouse Gas Inventory	3.0
Independent Director	Lin Bo Sheng	Oct 11, 2022	Securities and Futures Institute	M&A Practices	3.0
Independent Director	Lin Bo Sheng	Oct 04, 2022	Taiwan Corporate Governance Association	Mergers & Acquisitions Practices and Case Studies	3.0
Independent Director	Fan Hong Shu	Aug 05, 2022	Taiwan Corporate Governance Association	Corporate governance and regulations relating to securities	3.0
Independent Director	Fan Hong Shu	Aug 05, 2022	Taipei Exchange	The Insider Equity Publicity Seminar of the Company Over-the-counter Market	3.0
Independent Director	Ma Shu Zhuang	Jun 29, 2022	Taiwan Corporate Governance Association	Knowing, Facing, and Responding to CFC	3.0
Independent Director	Ma Shu Zhuang	Jul 27, 2022	Taiwan Stock Exchange Corporation	SUSTAINABLE DEVELOPMENT ROADMAP	2.0
Independent Director	Ma Shu Zhuang	Aug 25, 2022	Taipei Exchange	The Insider Equity Publicity Seminar of the Company Over-the-counter Market	3.0

Downloads

Date	Title	File
Aug 15, 2023	Corporate Governance Implementation Status and Deviations from the Coporate Governance Best-practice Principles for TWSE
Jun 21, 2022	Articles of Incorporation
Mar 28, 2021	Corporate Governance Principles

Integrity Management

Integrity management has been the cornerstone of our business strategy for nearly 40 years. In addition to complying with relevant regulations in Taiwan, the Company also establishes policies related to honesty and integrity management, as well as internal supervision and whistle-blower protection systems. We promote various training and advocacy programs to ensure that the behavior of all employees aligns with the moral values of TSC.

Policies and Norms of Ethical Conduct

TSC is committed to the soundness of integrity management, following relevant national laws and regulations, and has established the TSC Ethical Corporate Management Best Practice Principles, Work Rules, Codes of Ethical Conduct, and various ethical conduct management and guidelines as the ethical and behavior indicators for all employees (including managers), expecting to shape a corporate culture of integrity and moral values. For improper behavior that violates the policy on unethical conduct, TSC has established a grievance email address (anticorruption@ts.com.tw), through which employees and relevant stakeholders can file grievances with the Company. The handling of grievances is kept confidential throughout the process to protect the whistleblower from any improper retaliation. Subsequently, the supervisors of each site, the Audit Office, and the Legal Department will handle grievances according to their responsibilities.

The Audit Office of the Company continues to use effective accounting systems and internal control systems to regularly analyze and supervise business activities within the scope of operations that involve higher risks of integrity violations. Through this, we establish audit targets, scope, items, frequency, and other preventive measures, and regularly conduct audits to ensure effective supervision and control. In addition to establishing internal monitoring mechanisms, we also appoint CPAs to conduct audits or engage professional consultants for assistance. After producing audit reports based on the audit results, we report on the implementation status to the Board of Directors at least once a year.

Since its establishment, TSC has adhered to the standards of relevant regulations for publicly traded companies, establishing internal operating procedures and continuously monitoring domestic and international laws, as well as regulatory policies from regulatory authorities that may impact its operations. The company is committed to making adjustments as needed. Our “Code of Ethics” explicitly outlines that all employees must comply with laws such as the Company Act, Securities and Exchange Act, Political Contributions Act, and Government Procurement Act. The code strictly prohibits bribery, acceptance of bribes, or the giving and receiving of political contributions.

We uphold the highest professional ethical standards to safeguard its corporate reputation and gain the trust of stakeholders. TSC has established effective mechanisms for handling and disclosing significant internal information to prevent improper disclosure, ensuring consistency and accuracy in external information. Additionally, to prevent insider trading, the company has formulated the “Management Measures for Handling Internal Significant Information and Preventing Insider Trading,” which is publicly available on the company’s website for compliance purposes.

Downloads

Date	Title	File
Aug 15, 2023	Integrity Management Status and the Deviations from the Ethical Corporate Management Best Practice Principles for TWSE Listed Companies_20230815
Nov 09, 2023	Management Measures for Handling Internal Significant Information and Preventing Insider Trading
Dec 29, 2020	Code of Ethics
Dec 28, 2019	Best Practices of Ethical Corporate Management

Information Security Management

TSC follows the “Information Security Management Guidelines for Listed and Over-the-Counter Companies” and takes into consideration recommendations from the Taiwan Computer Emergency Response Team/Coordination Center (TWCERT/CC). It has established the “Information Cycle and Electronic Data Control Procedures,” incorporating an internal control system that includes control operations for eight major operational cycles. In addition, TSC’s Information Security Management Team has deployed efforts in managing, analyzing, and defending against internet information security. We aim to achieve ISO 27001 Information Security Management System (ISMS) certification by 2025. To enhance network security, TSC has procured advanced network security protection software and hardware, implemented an automated endpoint protection management platform, and strengthened the absolute security of data and systems to address the rapidly changing challenges in information security.

Information Security Management Structure

Responsibilities of the Information Security Management Team

Identification of Information Security Risks

Considering the value and importance of information security to TSC, we conduct a preliminary analysis of potential threats and vulnerabilities, estimate the likelihood and impact of risks, evaluates the level of urgency and scope of impact, ranks risks, plans corresponding management measures, in order to reduce the potential negative impacts on our operations, reputation, financial status, competitiveness, and related aspects when information security incidents occur.

Investigation and Recovery Procedures

For the notification and handling of information security incidents, we have specifically established information security notification and handling procedures. When a security incident occurs, the information unit will report to various departments and determine the level of the incident. If it is a major security incident, it will immediately report to supervisors at all levels and the risk management organization, and activate corresponding measures and actions according to the emergency response procedures and items at each site. After the incident is resolved, the information security management team will submit an analysis and handling report to the ESG Committee for evaluation, then provide explanations to our customers and trading partners as well as taking corrective measures to prevent the recurrence of incidents and maintain the trust of stakeholders.

Security Incident Response Process Diagram

Downloads

Date	Title	File
Nov 26, 2020	Information Technology Policy and Network Data Security Management

Intellectual Property Protection

Intellectual property represents the intellectual results and achievements of the company’s investment in technology development, especially for the long-term development of the company; it is a significant intangible asset. TSC has formulated the Intellectual Property Management Measures as the basis for managing and maintaining group intellectual property rights. Meanwhile, to enhance the importance and economic value of our company’s R&D technology and cultivate patents, our company regularly commissions external firms to provide intellectual property and patent-related training courses for internal R&D and technical personnel.

In the face of the changing structure and rapidly advancing technology in the semiconductor industry, TSC has redefined its goals and strategies for managing and maintaining intellectual property rights. We aim to optimize existing technologies and focus on researching core technologies, conducting an inventory and review of all patents within the group, and retaining patents with economic value. Additionally, we place greater emphasis on applying for new invention patents with higher levels of “originality” and “novelty”. As of now, TSC has been granted and holds 38 valid patents, including 33 invention patents, 4 utility model patents, and 1 design patent.

In addition, the Company’s R&D and technical personnel continue to submit new case applications (all of which are invention patent applications) to collaborate with a technology company in the United States for joint development of new technologies. This demonstrates our company’s goal and strategy for intellectual property management and maintenance, which is not quantity-oriented but quality-oriented. Aiming to strengthen the determination of our intellectual property deployment, the Legal Department, together with the senior management of the Company, not only plans regular intellectual property training or industry-related courses for R&D and technical personnel, but has also started planning and formulating new internal management measures and systems (including the introduction and promotion of trade secret systems) to enhance the content of technology and patents, and protect the core technology and patents of the Company.

Patent Application Incentive Measures

To encourage employees to actively engage in research, invention, and innovation, and to improve product quality and functionality, thereby enhancing competitiveness, there are numerous incentive measures, including proposal rewards, approval rewards, patent infringement reporting rewards, patent rejection rewards, licensing rewards, and annual rewards, which encourage employees to protect intellectual property rights through diverse criteria collectively. In 2022, the R&D Department received rewards and was granted patents for two projects, “Multi-protected Ring Schottky Diode” and “Multi-trench Schottky diode”, in the United States and Taiwan.

Other Procedures

Date	Title	File
Oct 31, 2023	The Slavery & Trafficking Risk Template (STRT) 3.2
Mar 17, 2022	TSC Succession Plan
Mar 06, 2021	RBA Manual
Mar 06, 2021	RBA Vender Code of Conduct
Mar, 2017	Code Of Ethics Risk Assessment Management Method
Mar, 2017	Social Responsibility Risk Assessment Management Method

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