Corporate Governance
Governance Organization
- SOLAR shall emphasize on corporate governance so as to implement the responsibilities of business operators and protect the legitimate rights and interests of shareholders and other stakeholders.
- In order to implement good corporate governance, SOLAR has established relevant governance organizations in accordance with the laws and regulations to assist in corporate management operations as well as to provide an effective monitoring mechanism.
Operation and Implementation of Governance Organization
Board of Directors
The Board of Directors, in accordance with the principles of corporate governance, reviews the performance of corporate operations and discusses key strategic issues, including opportunities and risks related to the aspects of environmental protection, social responsibility and corporate governance. Material resolutions of the Board of Directors are immediately announced on the Market Observation Post System (MOPS) website of the Taiwan Stock Exchange for the benefit of stakeholders.
Tenth Board of Directors (Term: 2023/05/30 - 2026/05/29)
Implementation of Diversity for the Board of Directors
- An election was held for the members of the Board of Directors of SOLAR in 2023. There are nine directors in the Board, including 4 independent directors, and 44% of all directors are independent, with the goal set for having at least one female director in the future.
- The tenth Board of Directors is composed of members with rich management experience within the industry and academic experience, including business management, electrical engineering, finance and accounting.
The implementation status of diversity is as follows:
Implementation Status of the Board of Directors
- The Board of Directors of SOLAR oversees SOLAR’s legal compliance, financial transparency, immediate disclosure of material information, and prevention of internal corruption. The company holds at least one board meeting per quarter, aiming for a minimum average board attendance of 75%. In 2025, we conducted a total of nine board meetings, with an average attendance rate of 93.83%.
- In order to strengthen the function and authority of the Board of Directors, SOLAR's directors have an average of more than 6 hours of continuing education every year in accordance with the laws and regulations, and continue to refine their knowledge and abilities related to environmental, social and corporate governance, and provide guidelines for decision-making.
Continuing Education Sessions Attended by the Members of the Board of Directors in 2025
- Please refer to M.O.P.S. for actual information of the Company.
Performance Evaluation of the Board of Directors
- Starting from 2020, SOLAR has been conducting annual performance evaluation of the Board of Directors and functional committees. The goals are to implement corporate governance and enhance the effectiveness of the Company's Board of Directors, to strengthen the Board of Directors' performance of its supervisory duties, and to protect shareholders' rights and interests.
- Board of Directors' Performance Evaluation Results for the Past Years
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Accountant Independence
- According to Article 14-3 of the Securities and Exchange Act, the appointment of the certified public accountant must be resolved by the Board of Directors. Additionally, pursuant to Article 28 of the Company's "Corporate Governance Best Practice Principles," the Company shall regularly (at least once a year) evaluate the independence and suitability of the appointed accountant.
Succession Planning for Board Members and Key Management Personnel
- Implementation Status of the Members of Board of Directors and Key Management Personnel
Members of the Functional Committees
Implementation Status of the Audit Committee
- The goal is to facilitate the Board of Directors to fulfill its supervision over the Company in regards to quality and ethics over accounting, financial reporting processes and audit in order to strengthen SOLAR’s internal control mechanism.
- At least one regular meeting every quarter.
- Seven Audit Committee meetings were held in 2025
- Attendance rate of the Committee members was 100%
- Implementation Results of the Audit Committee
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Implementation Status of the Compensation Committee
- The goal is to formulate and regularly review the policies, systems, standards and structures for performance evaluation and compensation of directors and managerial officers.
- The Compensation Committee shall meet at least twice a year.
- August Compensation Committee meetings were held in 2025
- Attendance rate of the Committee members was 100%
- Implementation Results of the Compensation Committee
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Corporate Governance Officer
SOLAR's Finance Center is a dedicated corporate governance unit. Shen-Lung Wang, SOLAR's General counsel ,was appointed to concurrently serve as SOLAR's Corporate Governance Officer upon resolution from the Board of Directors On November 6, 2023. He has obtained the lawyer's qualification and will complete the continuing education required by the laws and regulations.
Internal Audit
- Establish and integrate an efficient management system and internal control system pursuant to Regulations Governing Establishment of Internal Control Systems by Public Companies governed by the Financial Supervisory Commission, and set up an auditing unit under the Board of Directors.
- Implementation status of execution items:
- Establish an annual audit plan in accordance with the directions of the competent authorities, risks and the self-evaluation results of internal control.
- Perform auditing operations and issue reports to continuously track improvements.
- Regularly report to the Board of Directors and the Audit Committee on the performance of the auditing operations.
Ethical Corporate Management
- The Department of Human Resources is responsible for the promotion and implementation of the SOLAR’s ethical corporate management. The amended "Procedures for Ethical Management and Guidelines for Conduct" was approved by the Board of Directors on May 8, 2020, and the results of implementation and operation are reported to the Board of Directors at least once a year.
- The members of the Board of Directors, senior executives and all employees of SOLAR are committed to the implementation of the policy of ethical corporate management. All employees and new recruits are required to attend training courses related to ethical corporate management. The contents of the courses include internal material information, confidential operations, public operations and handling of violations. Meanwhile, SOLAR begins to require suppliers to comply with relevant regulations concerning ethical and honest operations in their business activities.
The following courses were held in 2025 to promote ethical corporate management:
Categories of Violations in 2025
Tax Governance
In 2024, SOLAR achieved an effective tax rate of 19.59% and a cash tax rate of 9.48%, both of which were below the industry average defined by S&P CSA at 24.5% and 20.82%, respectively. This tax outcome can be primarily attributed to the tax incentives provided under the R&D Expense Super Deduction Policy and the Statue for Industrial Innovation, which reduced income tax payments.
2024 Income Tax Expense
Risk management
Risk Management Structure
- Board of Directors: The company's Board of Directors serves as the highest supervisory body for risk management, with the objective of ensuring compliance with laws, promoting and implementing comprehensive corporate risk management, gaining a clear understanding of operational risks, ensuring the effectiveness of risk management, and bearing ultimate responsibility for risk management.
- Risk Management Team: The company has established a Sustainable Development Committee under the Board of Directors and has further established a Risk Management Team to execute risk management responsibilities. The Risk Management Team holds meetings at least twice a year and regularly reports the results of risk management to the Corporate Sustainability Committee.
- Business Units: Heads of business units bear the responsibility for risk management within their respective areas. They are tasked with analyzing and monitoring relevant risks within their units to ensure that risk control mechanisms and procedures are effectively implemented.
- Risk management processes and internal control systems undergo regular audits conducted by internal audit department. The frequency of these audits is determined based on the level of risk associated with each area.
Risk Management Strategy
Affected by market, environment, climate change, information security, and financial market upheaval, the volatility of various operational factors that affect the business has increased, leading to higher operational risks. It is crucial for the company to acknowledge the necessity and urgency of risk management. As a result, SOLAR has formulated risk management procedures, identified and defined the scope of risk management, assigned organizational responsibilities, strengthened corporate governance, and established an effective risk management mechanism.
The risk management scope of SOLAR covers various types of risks faced in daily operations, including market risk, operational risk, investment risk, environmental risk and so on. We regularly conduct operational impact analysis and risk identification, adopt corresponding risk management strategies, and thereby promote our sound operation and sustainable development.
Risk Management Process
Our risk management is authorized by the President, who delegates the daily implementation of risk management measures to the respective functional unit managers based on the types of risks. Moreover, we emphasize the importance of comprehensive risk control by all employees and the proper execution of internal control system regulations to ensure the risk management can be executed effectively.
Emerging Risks
Risk Culture
Risk Culture
SOLAR has integrated risk awareness into its executive-level operations. Regular weekly, monthly, annual, and mid- to long-term strategic meetings are held to assess short-, medium-, and long-term risk issues, allowing the Company to dynamically respond to and adjust for emerging and potential risks. Through goal management at the executive level, risk management practices are promoted throughout the Company, fostering a strong risk-aware culture.
To institutionalize a risk-conscious corporate culture, SOLAR has incorporated various risk management indicators into daily operations and performance assessments. Additionally, the Company provides internal training programs focused on risk management, including online courses to enhance employee awareness. Mechanisms have been established to encourage individual employees to proactively identify and report potential risks across the organization, promoting greater employee engagement in risk management practices.
To further foster innovation and risk awareness, SOLAR offers a wide array of incentive programs for employee suggestions. These programs include evaluation and reward mechanisms to encourage innovative thinking and identification of hidden risks. Risk management culture is also continuously reinforced through internal media such as digital displays, posters, and corporate bulletin boards, embedding risk awareness into the mindset of every employee.
To institutionalize a risk-conscious corporate culture, SOLAR has incorporated various risk management indicators into daily operations and performance assessments. Additionally, the Company provides internal training programs focused on risk management, including online courses to enhance employee awareness. Mechanisms have been established to encourage individual employees to proactively identify and report potential risks across the organization, promoting greater employee engagement in risk management practices.
To further foster innovation and risk awareness, SOLAR offers a wide array of incentive programs for employee suggestions. These programs include evaluation and reward mechanisms to encourage innovative thinking and identification of hidden risks. Risk management culture is also continuously reinforced through internal media such as digital displays, posters, and corporate bulletin boards, embedding risk awareness into the mindset of every employee.
Intellectual Property Management System and Implementation Status
SOLAR has formulated four intellectual property (IP) policies: “Keep improving intellectual property management systems and promote corporate sustainability “, “Strengthen employee knowledge about intellectual property”, “Respect others' intellectual property rights to reduce operational risks”, and “Protect and accumulate intellectual property”, to protect relevant IP rights.
SOLAR establishes a department specifically for intellectual property affairs, formulates intellectual property management systems, and raises awareness on intellectual property rights, so as to avoid the loss of intellectual assets, and reduce the risks of operation. Additionally, SOLAR values innovation in research and development, and establishes the systems to reward innovation and protect intellectual property.
SOLAR establishes a department specifically for intellectual property affairs, formulates intellectual property management systems, and raises awareness on intellectual property rights, so as to avoid the loss of intellectual assets, and reduce the risks of operation. Additionally, SOLAR values innovation in research and development, and establishes the systems to reward innovation and protect intellectual property.
SOLAR's Intellectual Property Policy and System
SOLAR has established a dedicated Intellectual Property (IP) department to implement a comprehensive management system for the acquisition, protection, maintenance, and utilization of IP assets. The company encourages innovation through incentive mechanisms. Furthermore, Solar actively promotes a confidentiality management system. All departments adhere to the "Confidentiality Management Regulations" to classify information and implement appropriate security measures. By enforcing rigorous permission management across physical access, documents, personnel, and IT, the company effectively mitigates the risk of trade secret leakage.
To ensure corporate sustainability and competitiveness, the IP Review Committee meets at least annually to review policies, goals, intellectual property portfolio, and intellectual property quality. Furthermore, the execution of the annual IP management plan is presented to the Board of Directors every fourth quarter.
In 2025, Solar completed "Intellectual Property Concept Training" for all employees and "Confidentiality Management System Training" for new hires. The company filed more than 5 domestic and international patent applications and completed at least one intellectual property risk assessment prior to the research and development of a new product.
With over 90 granted and valid patents as of the end of 2025, covering a wide range of industries including storage media, semiconductors, optoelectronics, panels displays and solar energy. In the future, the company will focus on innovation in these industries and continue to expand its patent portfolio.
Additionally, Solar established the "Trade Secret Registration and Management Regulations" to standardize the creation and protection of trade secrets. By the end of 2025, trade secret registrations exceeded 3,600 cases, including over 200 "Green Trade Secrets".
To strengthen intellectual property risk management and optimize the IP management system, Solar implemented the TIPS in 2023 and has consistently maintained its certification. The current certificate is valid from January 1, 2024, to December 31, 2026.
Information Security Management Measure and System
Information security and protection of confidential information is the commitment of SOLAR to our clients, shareholders and colleagues. SOLAR actively promotes the information security management system, formulates relevant policies, management procedures and regulations, and further publishes the "Information Security Policy" to declare the determination to defend information security and aim to achieve the goal of information security. This is done in order to safeguard SOLAR's competitiveness and protect the interests of the clients and partners.
Information Security Management Strategy and Framework
Public Advocacy
