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Board of Directors
According to the Company's Articles of Incorporation, the Board of Directors shall consist of 5 to 9 directors, each serving a three-year term.
The current Board is composed of seven directors, including four independent directors. The directors possess diverse professional backgrounds spanning business management, biomedical and healthcare industries, finance, law, human resources, auditing, and accounting. Several members also serve as practicing attorneys or university professors, contributing extensive managerial and academic experience that enables the Board to provide well-rounded and professional insights from multiple perspectives.
The composition of the Board reflects the Company's commitment to board diversity. Members bring complementary expertise that helps enhance operational performance and management effectiveness. In addition, the Company values gender equality and has set a target of at least 25% female representation on the Board. Currently, among the seven directors, one is female, representing 14% of the Board. The Company will continue to enhance gender diversity by giving priority consideration to qualified female candidates with the requisite professional competencies and governance expertise during the director nomination process, with the aim of gradually increasing the proportion of female directors.
The principal education and experience of the directors are shown in the table below.
| Title | Name | Gender | Education & Experience |
|---|---|---|---|
| Chairman | Eric Wu | Male |
|
| Director | Ying-Chin Wu | Male |
|
| Director | Dr. Wu Investment Holding Co., Ltd. (Representative:Kelly Guo) |
Female |
|
| Independent Director | Yuan-Jen Hsu | Male |
|
| Independent Director | Ching- Yee Lee | Male |
|
| Independent Director | Chao-Sheng Chiang | Male |
|
| Independent Director | Huang-Yu Lin | Male |
|
To strengthen corporate governance and enhance the effectiveness of the Board of Directors, the Company establishes performance objectives to improve the efficiency of Board operations. In accordance with the “Rules for Performance Evaluation of the Board of Directors and Functional Committees”, the Company conducts an internal performance evaluation of the Board of Directors and functional committees annually, and engages an external independent professional institution or a team of external experts and scholars to conduct an evaluation once every three years.
Internal Performance Evaluation
Evaluation Cycle and Period
The Board of Directors shall conduct an annual performance evaluation in accordance with the procedures and indicators set out in the “Rules for Performance Evaluation of the Board of Directors and Functional Committees”. The evaluation results shall be completed before the end of the first quarter of the following year.
Scope and Methodology of Evaluation
Scope of Evaluation: The overall performance of the Board of Directors, individual board members, and functional committees, including the Audit Committee and the Remuneration.
Methods of Evaluation: Internal board self-assessment, individual self-assessment by directors, and peer assessment.
Evaluation Procedures
Board members and members of functional committees conduct self-evaluations using the "Board Performance Self-Evaluation Questionnaire", "Board Member Self-Evaluation Questionnaire", and "Functional Committee Performance Self-Evaluation Questionnaire". The responsible unit then compiles all responses, records the results in accordance with the scoring standards set out in the evaluation rules, and submits the final report to the Board of Directors for review and improvement.
| Board Performance Evaluation | Board Member Performance Evaluation | Functional Committee Performance Evaluation |
|---|---|---|
|
|
|
2025 Evaluation Results
The internal performance evaluation of the Board of Directors and functional committees for 2025 was reported to the Board on March 4, 2026. Based on the evaluations completed by all directors, the Board of Directors and all functional committees were assessed to be operating effectively.
External Performance Evaluation
In October 2025, DR.WU engaged an external professional institution, the Taiwan Association for Board Gobernance, to conduct a Board Governance Effectiveness Evaluation. The evaluation period covered January 1, 2023 to September 30, 2025.
Nomination and Continuing Education, Board Participation in Corporate Operations, Enhancement of Board Decision-Making Quality, Internal Control, Sustainable Development, and Value Creation, with a comprehensive review of the Board’s governance effectiveness and operational performance. The evaluation conclusions and recommendations are summarized as follows:
Key Strengths of Board Governance
| Strength | Description |
|---|---|
|
Board structure demonstrates both independence and diversity |
Independent directors account for 57% of the Board seats. Directors possess diverse professional backgrounds, contributing multiple perspectives and positively supporting the Company’s long-term stable operations and sustainable development. |
|
Directors actively fulfill their duties |
All directors actively participate in meetings and have provided concrete recommendations, including effective utilization of idle funds, proactive revenue generation, and strengthening information security management. Through thorough discussions and exchange of opinions, the Board effectively fulfills its decision-making and supervisory functions. |
|
Strong Board self-discipline |
In addition to annual internal self-evaluations of the Board and functional committees, the Company conducts an external performance evaluation every three years. This year marks the first external evaluation, demonstrating the Board’s commitment to continuously enhancing governance effectiveness. |
|
Sound operation of the Audit Committee |
In addition to regular Audit Committee meetings, independent directors hold annual communication meetings with the Internal Audit Officer and the Certified Public Accountant, reflecting the Company’s emphasis on internal control and sound corporate governance. |
|
Management compensation linked to sustainability performance |
The compensation systems of department managers are clearly linked to sustainability-related performance, effectively supporting the Company’s promotion of environmental protection and social inclusion initiatives. |
|
Strong asset utilization efficiency and cost control |
Over the past three years, the Company’s return on equity has exceeded industry peers, demonstrating effective asset utilization and cost control. This performance has supported investments in artificial intelligence, health product projects, and the continued development and expansion of high-potential product lines, earning recognition from the capital market. |
Recommendations for Board Governance Improvement
| Recommendation | Planned Measures |
|---|---|
|
Include a report on communication with the Internal Audit Officer at the Shareholders' Meeting |
Starting from the 2026 Annual General Meeting, a report on communication with the Internal Audit Officer will be added to enhance governance transparency and shareholder communication. |
|
Incorporate succession planning implementation into regular Board reporting |
In line with the Company’s overall development strategy and human resource management framework, succession planning for senior management and key talent is being implemented. The Company will evaluate incorporating related outcomes into regular Board reports in due course. |
|
Regularly report sustainability policies and implementation results to the Board and Shareholders’ Meeting |
Beginning in 2026, sustainability policies and implementation results will be reported to the Board to strengthen the Board’s supervisory role and enhance transparency of sustainability disclosures. |
| Year | Session | Meeting Date | Major Resolutions |
|---|---|---|---|
| 2026 | 9-11 | 05.06 |
|
| 2026 | 9-10 | 03.04 |
|
| 2025 | 9-9 | 12.17 |
|
| 2025 | 9-8 | 11.14 |
|
| 2025 | 9-7 | 08.13 |
|
| 2025 | 9-6 | 05.08 |
|
| 2025 | 9-5 | 03.04 |
|
| 2024 | 9-4 | 12.11 |
|
| 2024 | 9-3 | 11.06 |
|
| 2024 | 9-2 | 08.13 |
|
| 2024 | 9-1 | 06.05 |
|
| 2024 | 8-16 | 05.15 |
|
| 2024 | 8-15 | 03.13 |
|
| 2023 | 8-14 | 12.13 |
|
| 2023 | 8-13 | 11.07 |
|
| 2023 | 8-12 | 08.10 |
|
| 2023 | 8-11 | 05.09 |
|
| 2023 | 8-10 | 03.08 |
|
| 2022 | 8-9 | 12.21 |
|
| 2022 | 8-8 | 11.02 |
|
| 2022 | 8-7 | 08.12 |
|
| 2022 | 8-6 | 05.11 |
|
| 2022 | 8-5 | 03.09 |
|
| 2021 | 8-4 | 12.22 |
|
| 2021 | 8-3 | 11.11 |
|
| 2021 | 8-2 | 08.11 |
|
| 2021 | 8-1 | 07.07 |
|
| 2021 | 7-21 | 06.17 |
|
| 2021 | 7-20 | 05.07 |
|
| 2021 | 7-19 | 03.05 |
|
| 2020 | 7-18 | 12.18 |
|
| 2020 | 7-17 | 11.10 |
|
| 2020 | 7-16 | 11.06 |
|
| 2020 | 7-15 | 10.23 |
|
| 2020 | 7-14 | 08.07 |
|
| 2020 | 7-13 | 05.06 |
|
| 2020 | 7-12 | 03.13 |
|
| 2019 | 7-11 | 12.24 |
|
| 2019 | 7-10 | 11.07 |
|
| 2019 | 7-9 | 08.06 |
|
| 2019 | 7-8 | 05.09 |
|
| 2019 | 7-7 | 02.26 |
|
| 2018 | 7-6 | 12.24 |
|
| 2018 | 7-5 | 12.13 |
|
| 2018 | 7-4 | 11.08 |
|
| 2018 | 7-3 | 09.20 |
|
| 2018 | 7-2 | 08.13 |
|
| 2018 | 7-1 | 06.21 |
|
| 2018 | 6-22 | 05.10 |
|
| 2018 | 6-21 | 03.08 |
|
| 2018 | 6-20 | 01.10 |
|
| 2017 | 6-19 | 12.14 |
|
| 2017 | 6-18 | 11.09 |
|
| 2017 | 6-17 | 08.10 |
|
| 2017 | 6-16 | 03.10 |
|
| 2017 | 6-15 | 03.10 |
|
| 2017 | 6-14 | 03.10 |
|
| 2016 | 6-13 | 12.19 |
|
| 2016 | 6-12 | 11.07 |
|
| 2016 | 6-11 | 08.08 |
|
| 2016 | 6-10 | 05.20 |
|
| 2016 | 6-9 | 05.12 |
|
| 2016 | 6-8 | 03.07 |
|
| 2016 | 6-7 | 01.21 |
|