Board of Directors

To ensure diversity and independence of Board members, directors shall be elected pursuant to the candidates nomination system in accordance with TSH Biopharm’s “Articles of Incorporation”, “Procedures for Election of Directors” and “Corporate Governance Best-Practice Principles”.

The Company's Board of Directors is currently set up with seven directors, three of which are independent directors.

The term of office of the current Board of Directors is from May 29, 2020 to May 28, 2023.

Wang, Yi-Min, the former independent director of the Company, resigned on April 15, 2022. The by-election was held in the General Shareholders’ Meeting on May 25, 2022, and Huang, Yaw-Bin has been elected.

Board Members

Chairman Lin, Chuan

Current Position(s): Chairman, TTY Biopharm Company Limited

Education:
Ph.D., Economics, University of Illinois at Urbana-Champaign, USA

Director Hsiao, Carl

Current Position(s):
Director, TTY Biopharm Company Limited
Director, Dawan Technology Co., Ltd.
Director, American Taiwan Biopharm Co., Ltd.

Education:
PharmD, University of the Pacific Thomas J Long School of Pharmacy MBA, University of the Pacific Eberhardt School of Business

Director Chiang, Chao-I

Current Position(s):
Remuneration Committee Member, Pharma Engine

Education:
Bachelor’s Degree, Economics, Tung Hai University MA in Economics, University of Memphis

Director Chou, Kang-Chi

Current Position(s):
Chairman and CEO, IROC Co., Ltd.
Independent Director, CCP Contact Probes Co., Ltd.
Independent Director, Radium Construction Co., Ltd.
Independent Director, Orient Pharma Co., Ltd.
Director, Taichung Bank Securities Co., Ltd.
Director, Chang Wah Electromaterials Inc.
Director, Super Dragon Technology Company Limited.
Director, ATrack Technology Inc.
Director, JMC Electronics Co., Ltd.

Education:
International MBA, University of St. Thomas, Minnesota State, USA

Independent Director Wang, Chih-Li

Current Position(s):
Partner, Moores Rowland CPAs
Independent Director, Pharma Engine

Education:
Bachelor’s Degree in Accounting, Soochow University

Independent Director Huang, Yaw-Bin

Current Position(s):
Dean of Kaohsiung Medical University
Professor of Pharmacy Kaohsiung Medical University
Chief Pharmacist of Kaohsiung Medical University Chung-Ho Memorial Hospital

Education:
PhD in Pharmacy, School of Pharmacy, Kaohsiung Medical University
MS in Pharmacy, School of Pharmacy, Kaohsiung Medical University
BS in Pharmacy, School of Pharmacy, Kaohsiung Medical University

Independent Director Chen, Rwei-Syun

Current Position(s):
Independent Director, Welgene Biotech Co., Ltd.

Education:
MBA, Columbia Business School, USA
Bachelor’s Degree in Biology, National Taiwan Normal University

According to Article 20 of the Company’s “Corporate Governance Best-Practice Principles” below:

Board Structure: Choose an appropriate number of board members, more than five, in consideration of the Company’s business scale, the shareholdings of the Company’s major shareholders, and practical operational needs.
Directors concurrently serving as the Company’s managers shall not exceed one-third of the total number of the board members.
Basic requirements and values: Gender, age, nationality, and culture, etc. Increase the number of female directors serving on the Board by at least one-fourth.
Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience.
Directors shall possess the following skills: operational judgement skills, accounting and financial analysis skills, operational management skills, crisis management skills, industrial knowledge, international market perspective, leadership skills, decision-making skills.

TSH Biopharm’s 5th session of Board of Directors is set up with seven directors, three of which are independent directors. According to the Company’s policy on diversity, the members are experts of industrial, academic and medical areas, covering finance, accounting and other professional fields. They are equipped with the knowledge, skills and competencies to perform their duties,

Please refer to the following table for the diversity of the Board members:

Core Items		Nationality	Gender	Operation management	Leadership decision	Industry knowledge	Finance Accounting	Law
Position	Name	Nationality	Gender	Operation management	Leadership decision	Industry knowledge	Finance Accounting	Law
Chairman	Lin Chuan	Taiwan	Male	V	V	V	V	V
Director	CARL HSIAO	U.S.	Male	V		V
Director	Chiang, Chao-I	Taiwan	Male				V	V
Director	Chou, Kang-Chi	Taiwan	Male	V	V
Independent director	Wang, Chih-Li	Taiwan	Male				V	V
Independent director	Chen, Rwei-Syun	Taiwan	Female	V	V	V		V
Independent director	Huang, Yaw-Bin	Taiwan	Female		V	V

Note:
The current Board of Directors consists of seven directors, with an average age of 64.28 years. One director aged between 36-40, one director aged between 56-60, two directors aged between 61-65, one director aged between 71-75 and two directors aged between 76-80.
No board member is an employee of the Company.
There are two female directors currently, accounting for 28.5% of the board membership. The Company aims to have 28% female directors to serve on the Board.
There are three independent directors, accounting for 42.9% of total members.
Two independent directors have served on the Board with their second term of office. All three independent directors’ tenure is below 3 terms.
TSH values diversity in its board members. The goals for directors possessing background in biotech industry and in accounting are 29% and 14%, respectively. The Company has 57% of directors with biotech background and 28.6% of directors with accounting background now.

Succession Planning for Board Members and Important Management

Besides chairman and general manager, the Company also has directors for different functions. Due to sustainable development, the Company cultivates key talents for important management in various fields.

The Company has established the Talent Development Program since 2012 in order to cultivate a leader with three professional functions, including sales and marketing, research and development and management. Furthermore, the Company has constantly developed talents of the core team based on strategic positioning and has cultivated successor from each department in phases through Empower Leadership Program since 2022.

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