Brogent Technologies, Inc.


Corporate Governance

*Implementation of Corporate Governance

Brogent is in compliance with the Company Act, the Securities and Exchange Act, and other securities laws and regulations. Pursuant to operational guidelines such as the Corporate Governance Practice Principles, the CSR Practice Principles, and the Ethical Corporate Management Best Practice Principles, we have established a corporate governance framework and implemented corporate governance efforts. This has allowed us to protect the rights of our investors, and we have also effectively utilized our Board of Directors and other functional committees to improve the transparency of our information disclosures.

Our corporate governance officer is our Chief Financial Officer Sui-Chuan Lin, whose main responsibilities are as follows:

1. Develop company policies and an organizational framework able to effectively ensure the independence of the Board of Directors, company transparency and regulatory compliance, and effective implementation of internal audits and controls.

2. Report on the status of corporate governance operations to the Board of Directors, directors, and functional committees. Ensure that the Company’s shareholders meetings and Board meetings are being convened pursuant to relevant laws and regulations, as well as the Company’s corporate governance best practices.

3. Before each Board meeting, each director shall be consulted on the preparations for and agenda of the meeting. All directors shall be notified to attend the Board meeting at least 7 days in advance, and sufficient meeting information shall be provided to allow each director to understand each item on the agenda. Advance notice shall be provided to the relevant parties if any agenda items to be discussed constitute a conflict of interest and a recusal is required.

4. Set a date for the shareholders meeting each year within the legally-required period. A notice of meeting, meeting agenda handbook, and meeting minutes shall be prepared and submitted before this period, after any amendments to the Articles of Incorporation or an election of directors.

5. After a Board and shareholders meeting, review announcements of important resolutions made at the Board meeting to make sure that these announcements are accurate and in compliance with the law, ensuring that investors have been provided with fair transaction information.

6. Report new amendments to regulations relevant to the Company’s business operations or corporate governance to directors.

7. Plan and arrange for annual director training relevant to the industry in which the Company does business and based on each director’s educational and professional background.

8. Provide required company information to directors, and maintain smooth communication between directors and executives in charge of each company department.

9. Assist in arranging for meetings and communication between independent directors and executives responsible for internal audits or certified public accountants, allowing independent directors to understand the Company’s financial affairs.

10. Other areas of responsibility as defined in the Company’s Articles of Incorporation or company contracts.

Training courses provided in 2021: Corporate Governance and Protection of Business Secrets, Corporate Governance 3.0 Roadmap and Securities Regulations, the 13th Taipei Corporate Governance Forum, Seminar on How Listed Companies Can Use Futures to Avoid Risk and Sustainable Corporate Management, and the 10th Annual Chinese Family Business Forum, 18 hours of courses in total.