Board of Directors

Directors Introduction

Directors Directors Introduction Nationality
Chairman
Shu-Mu Wang

Chairman, Apex International Co., Ltd.

Chairman & Chief Strategy Officer, Apex Circuit(Thailand) Co., Ltd.

Chairman, Approach Excellence Trading Ltd.

Chairman, Shye Feng Enterprise (Thailand) Co., Ltd.

(Taiwan, R.O.C.)
Director
Smokiat Krajangjaeng

Director, Apex International Co., Ltd.

Management Representative & Consultant, Apex Circuit (Thailand) Co., Ltd.

(Thailand)
Director
Chih-Chung Liu

Vice President & Chief Operating Officer, Apex Circuit (Thailand) Co., Ltd.

(Taiwan, R.O.C.)
Director
Jiun-Ting Lin

Financial & Accounting Officer, Apex International Co., Ltd.

(Taiwan, R.O.C.)
Director
Sarawuth Kruthkaew

Vice President, MFG, Apex Circuit (Thailand) Co., Ltd.

(Thailand)
Independent Director
Chau-Chin Su

Independent Director, Apex International Co., Ltd.

(Taiwan, R.O.C.)
Independent Director
Yang-Tzong Tsay

Remuneration Committee Members, Apex International Co., Ltd.

Independent Director, Taiwan Shin Kong Commercial Bank Company Ltd.

Independent Director, Yung Zip Chemical Ind. Co., Ltd.

Independent Director, Ever Ohms Technology Co., Ltd.

(Taiwan, R.O.C.)
Independent Director
Ray-Hua Horng

Independent Director, Apex International Co., Ltd.

Independent Director, Wafer Works Corporation

Director, National Synchrotron Radiation Research Center (NSRRC)

Chair Professor, Institute of Electronics, National Yang Ming Chiao Tung University

(Taiwan, R.O.C.)
Independent Director
Chih-Cheng Su

President & CPA, Chang Yuan CPAs

Supervisor, Burger Investment Co., Ltd.

Independent Director, Bank SinoPac

Independent Director, Chunghwa Precision Test Tech. Co., Ltd.

(Taiwan, R.O.C.)

Election Of Directors

According to Apex’s Memorandum and Association, the Directors (including Independent Directors) shall be nominated by adopting the candidate nomination system specified in the Applicable Public Company Rules for so long as the shares are listed on the TPEX or the TWSE. The rules and procedures of the nomination of candidates shall comply with the procedure approved by the Board of Directors and ordinary resolution, provided that such procedure shall be in compliance with the Law, Memorandum of Association, Articles of Association, and the Applicable Public Company Rules.

According to Apex's Memorandum and Association, the Article 192-1 of the R.O.C. "Company Act" and the resolutions of the Board of Directors on February 28, 2025, Apex announced that the period for accepting the nomination of director candidates started from March 17, 2025 to March 27, 2025. Any shareholder holding 1% or more of the outstanding shares of the Company may nominate candidate(s) for Directors and Independent Directors in writing. Any shareholders who intends to nominate shall conduct the nomination procedures in writing before 5 pm on March 27, 2025, in accordance with the prescribed name of the shareholder, the account number (or the uniform number of the identity card) and the contact address.

During the above period, except for the Board of Directors of the company nominates candidates for the Sixth director (including independent directors), no shareholders who held more than one percent of the total number of issued shares of the company submitted nominations.

The list of candidates of 9 directors (including 4 independent directors) that the Board of Directors nominated and decided to pass on February 28, 2025, including: Mr. Shu-Mu Wang, Mr. Jui-Hsiang Chou, Mr. Yung-Yuan Cheng, Mr. Shun-Chung Lee, Mr. Sen-Tien Wu, Mr. Smokiat Krajangjaeng, Mr. Tu-Chuan Chen, Mr. Chau-Chin Su (Independent Director), Mr. Yung-Tsai Chen (Independent Director), Mr. Jesadavat Priebjrivat (Independent Director) and Ms. Ray-Hua, Horng (Independent Director). These eleven candidates for Board of Director has completed the re-election of directors at the shareholders' meeting on May 28, 2025.

The resumes of individual members of the seventh board of directors are shown in the table below:
Name/Category Gender/Age Experience and Education Current Position
Shu-Mu Wang
Director
Male/65

Dept. of Business Mathematics, SooChow University

Chairman, Apex International Co., Ltd.

Chairman and Chief Strategy Officer, Apex Circuit (Thailand) Co., Ltd.

Chairman, Approach Excellence Trading Ltd.

Chairman, Shye Feng Enterprise (Thailand) Co., Ltd.

Chairman, Apex International Co., Ltd.

Chairman and Chief Strategy Officer, Apex Circuit (Thailand) Co., Ltd.

Chairman, Approach Excellence Trading Ltd.

Chairman, Shye Feng Enterprise (Thailand) Co., Ltd.

Somkiat Krajangjaeng
Director
Male/63

Dept. of Mechanical Engineering, Siam University, Thailand

Director, Apex International Co., Ltd.

Vice President, Apex Circuit (Thailand) Co., Ltd.

Director, Apex International Co., Ltd.

Management Representative & Consultant, Apex Circuit (Thailand) Co., Ltd.

Chih-Chung Liu
Director
Male/52

Dept. of Political Science, National Taiwan University

Vice President & Chief Operating Officer, Apex Circuit (Thailand) Co., Ltd.

Business Manager, Unimicron Technology Corp.

Vice President & Chief Operating Officer, Apex Circuit (Thailand) Co., Ltd.

Jiun-Ting Lin
Director
Male/42

Master of Business Administration, National Dong Hwa University

Dept. of Accounting, Soochow University

Accounting Officer, Apex International Co., Ltd.

Senior Manager, Apex Circuit (Thailand) Co., Ltd.

Financial & Accounting Officer, Apex International Co., Ltd.

Sarawuth Kruthkaew
Director
Male/55

Dept. of Public Administration, Ramkhamhaeng University, Thailand

Vice President, MFG, Apex Circuit (Thailand) Co., Ltd.

Assistant Manager, ADM, Cal-Comp Electronics (Thailand) Public Co., Ltd.

Vice President, MFG, Apex Circuit (Thailand) Co., Ltd.

Chau-Chin Su
Independent Director
Male/69

Ph.D., Electrical and Computer Engineering, University of Wisconsin-Madison, USA

Independent Director, Apex International Co., Ltd.

Professor, Electrical and Computer Engineering, National Yang Ming Chiao Tung University

Independent Director, Apex International Co., Ltd.

Yang-Tzong Tsay
Independent Director
Male/71

Ph.D., Accounting, University of Maryland MD, USA

Emeritus Professor of Accounting, National Taiwan University

Director of Graduate School of Accounting, National Taiwan University

Governor, Taiwan Institute of Ethical Business

Independent Director, Cyberlink Corp.

Standing Supervisor, Taishin Holdings and Taishin Bank

Remuneration Committee Members, Apex International Co., Ltd.

Independent Director, Taiwan Shin Kong Commercial Bank Company Ltd.

Independent Director, Yung Zip Chemical Ind. Co., Ltd.

Independent Director, Ever Ohms Technology Co., Ltd.

Ray-Hua Horng
Independent Director
Male/60

Ph.D., Electrical Engineering, National Sun Yat-sen University

Distinguished Professor, Institute of Electronics, National Yang Ming Chiao Tung University

Distinguished Professor & Chair, Institute of Electronics, National Yang Ming Chiao Tung University

Distinguished Professor, Graduate Institute of Precision Engineering, National Chung Hsing University

Jointly Appointed Professor, Department of Electro-Optical Engineering, National Cheng Kung University

Independent Director, Apex International Co., Ltd.

Independent Director, Wafer Works Corporation

Director, National Synchrotron Radiation Research Center (NSRRC)

Chair Professor, Institute of Electronics, National Yang Ming Chiao Tung University

Chih-Cheng Su
Independent Director
Female/57

MBA, Rutgers, The State University of New Jersey, USA

Dept. of Mechanical Engineering, National Taiwan University

Independent Director, Ralink Technology, Corp.

CPA, YHC & CO., CPAs

Senior Deputy General Manager, Standard Chartered International Commercial Bank

President & CPA, Chang Yuan CPAs

Supervisor, Burger Investment Co., Ltd.

Independent Director, Bank SinoPac

Independent Director, Chunghwa Precision Test Tech. Co., Ltd.

Authorities and Responsibilities of the Board of Directors and Director Diversity and Independence

Authorities and Responsibilities of the Board of Directors

The board of directors of the Company shall be responsible to the shareholders meetings. The various procedures and arrangements of its corporate governance system shall ensure that, in exercising its authority, the board of directors complies with laws, regulations, its articles of incorporation, and the resolutions of its shareholders meetings.


Diversity of board members

The composition of the board of directors is determined with professional background, gender, age and education taken into consideration and also diversified for the purpose of complementation to increase the overall capacity of the board. Proceed in accordance with paragraph 3 of Article 20 of the Company's "Principle of Corporate Governance", the composition of the board of directors shall be determined by taking diversity into consideration and formulating an appropriate policy on diversity based on the company's business operations, operating dynamics, and development needs. It is advisable that the policy include, without being limited to, the following two general standards:

(1) Basic requirements and values: Gender, age, nationality, and culture.

(2) Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing and technology), professional skills, and industry experience

All members of the board shall have the knowledge, skills, and experience necessary to perform their duties. To achieve the ideal goal of corporate governance, the board of directors shall possess the following abilities:

1. The ability to make judgments about operations.

2. Accounting and financial analysis ability.

3. Business management ability.

4. Crisis management ability.

5. Knowledge of the industry.

6. An international market perspective.

7. Leadership

8. Decision-making ability.

The Company's director diversity policy management goal, four independent directors have been elected in the sixth session and including one female independent director, to achieve the Company's goal of increasing the number of independent directors and adding one seat of female independent director.

Diversity policy and Its implementation

The current board of directors consists of 11 directors, including 4 independent directors. The members have extensive experience and expertise in the fields of finance, business and management. Please refer to the following table for details:

Diversified Core Items Basic requirements Professional background Professional knowledge and skills
Name Nationality Gender Also as Employees Age the Tenure of Independent Directors Bank Securities Accounting & Finance Industry Experience Marketing Risk Management
Shu-Mu Wang R.O.C. Male V 65 - V V V V
Smokiat Krajangjaeng Thailand Male V 63 - V
Chih-Chung Liu R.O.C. Male V 52 - V V
Jiun-Ting Lin R.O.C. Male V 42 - V V
Sarawuth Kruthkaew Thailand Male V 55 - V
Chau-Chin Su R.O.C. Male 69 - V
Yang-Tzong Tsay R.O.C. Male 71 - V
V V
V
Ray-Hua Horng R.O.C. Female 60 - V
Chih-Cheng Su R.O.C. Male 57 - V V V V
Independence of the Board of Directors

All of the candidates for the Board of Directors are nominated by adopting the candidate nomination system and qualified for review in accordance with Memorandum and Articles of Association of Company and in conformed to "Rules for Election of Directors" and "Principle of Corporate Governance" to ensure the diversify and independence of BoD member.

In the Sixth session of the board member, foreign directors account for 22%, independent directors account for 44% and female director account for 11%. None of the directors are spouses or relatives within the second degree of kinship, which complies with the provisions of Article 26-3 Items 3 and 4 of the Securities and Exchange Act.

All directors of the Seventh session possess knowledge of the industry and international market perspective. Directors Shu-Mu Wang, Somkiat Krajangjaeng, Chih-Chung Liu, Jiun-Ting Lin and Sarawuth Kruthkaew possess abilities to make operational judgments and conduct management administration and risk management knowledge and skills and Leadership. Directors Shu-Mu Wang, Jiun-Ting Lin, Yang-Tzong Tsay and Chih-Cheng Su possess abilities to perform accounting and financial analysis.

Succession Planning For Board Members And Key Management Personnel

Succession Planning of Board Members

Apex adopts a candidate nomination system during the election of directors and independent directors. Shareholders select and appoint the candidates for directors and independent directors during the AGM. All members of the board of directors have the professional knowledge and skills required for business, law, financial accounting, business management or company industry. At least 6 hours of courses are arranged every year to continuously enrich new knowledge and maintain their core values, professional advantages and capabilities. The company attaches great importance to talents, actively seeks talents, and has a rich talent pool to timely plan future candidates for directorship. Independent directors are required to have work experience required by business, legal affairs, finance, accounting or corporate business, and their future successors will be professionals in various fields.

Succession Planning of Key Management Personnel

The first-level supervisors of important departments of the company (including subsidiaries) and employees above the vice president are key management personnel. Department heads must designate job deputy for training

The company encourages key employees to actively participate in external training and on-the-job training, so as to improve their knowledge and skills in all aspects. In addition, in major projects and plans, the company conducts cross-departmental communication and cooperation for key employees to cultivate comprehensive skills,

so as to improve management, decision-making and judgment capabilities, and achieve inheritance effects. In addition to cultivating talents internally, it also recruits outstanding talents externally, and utilizes the pool of internal and external talents to increase the breadth and depth of candidates for key management successors.