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    Airtac International Group
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  • Operation of Audit Committee

    A total of 7 meetings of the board of independent directors were held in 2019. The attendance of independent directors was as follows:

     

    Title

    Name

    Attendance in Person

    By Proxy

    Attendance rate (%)

    Remark

    Independent

    director

    Leong Kam-Son

    7

    0

    100%

    Renewal of office

    Independent

    director

    Renn, Jyh-Chyang

    4

    0

    100%

    New office assumed

    Independent

    director

    Lin, Yu-Ya

    4

    0

    100%

    New office assumed

    Independent

    director

    Lin, Ku-Tung

    3

    0

    100%

    Term expired

    Independent

    director

    Chang, Bao-Guang

    3

    0

    100%

    Term expired

    Notes:

    1. If any of the following circumstances occur, the dates of meetings, sessions, contents of motions, resolutions of the Audit Committee and the Company’s response to Audit Committee’s opinion should be specified:

    (1) Matters referred to in Airticle14-5 of the Securities and Exchange Act:

     

    Date

    Contents of motions

    All independents directors’ opinion and the Company’s response to independent directors’ opinion

    January 14, 2019

    The nineteenth meeting of the audit committee of the fourth term

    Pass the amendments to the “Guideline for Lending Funds to Others” of the Company.

    Approved by all members of audit committee in attendance.

    Approve the statement on internal control systems of the Company.

    Approved by all members of audit committee in attendance.

    March 14, 2019

    The twentieth meeting of the audit committee of the fourth term

    Approve the business report and the consolidated financial statements of the Company and its subsidiaries for 2018.

    Approved by all members of audit committee in attendance.

    Pass the amendments to the “Guideline for Acquisition and Disposal of Assets” and the “Guideline for Engaging in Derivatives Transactions” of the Company.

    Approve the release from the prohibition on the directors of the fifth term from participation in competing business.

    May 2, 2019

    The twenty-first meeting of the audit committee of the fourth term

    Pass the amendments to the “Guideline for Lending Funds to Others” of the Company.

    Approved by all members of audit committee in attendance.

    July 8, 2019

    The second meeting of the audit committee of the fifth term

    Approve the capital increase of Ningbo Airtac Automatic Industrial Co., Ltd.

    Approved by all members of audit committee in attendance.

    August 8, 2019

    The third meeting of the audit committee of the fifth term

    Approve the consolidated financial statements of the Company and its subsidiaries for the second quarter of 2019.

    Approved by all members of audit committee in attendance.

    November 11, 2019

    The fourth meeting of the audit committee of the fifth term

    Approve the change of Certified Public Accountant of Deloitte & Touche.

    Approved by all members of audit committee in attendance.

    (2) Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all directors: None

    2. If there is Independent Directors’ avoidance of motions in conflict of interest, the Independent Directors’ names, contents of motions, causes for avoidance and voting should be specified: None.

    3. Communications between the independent directors, the Company's Chief Internal Auditor and CPAs:

    (1) Company’s internal auditing supervisor will regularly communicate the audit results with members of the audit committee and report it in the audit committee meeting in the each quarter. Under special situations, the internal auditing supervisor will also report to members of the audit committee, while special situation did not occur in 2019. Audit committee communications well with internal auditing supervisor.

    Date

    Communication with internal auditing supervisor

    Result

    January 14, 2019

    The nineteenth meeting of the audit committee of the third term

    Review internal audit report

    No objection.

    Review the statement on internal control systems of the Company of 2018.

    No objection and propose to approve in the board of directors.

    March 14, 2018

    The twentieth meeting of the audit committee of the third term

    Review internal audit report

    No objection.

    May 2, 2019

    The twenty-first meeting of the audit committee of the third term

    Review internal audit report

    No objection.

    August 8, 2019

    The third meeting of the audit committee of the third term

    Review internal audit report

    No objection.

    November 11, 2019

    The fourth meeting of the audit committee of the fourth term

    Review internal audit report

    No objection.

    Review 2020 audit plan of the Company

    No objection and propose to approve in the board of directors.

    (2) Company’s certifying CPA will report financial report check and review results and other matters required in related laws in the annual audit committee meeting; under special situations, the certifying CPA will also report to members of the audit committee. Audit committee communicates well with certifying CPA.

    Date

    Communication with CPA

    Result

    March 14, 2018

    The twentieth meeting of the audit committee of the third term

    Certifying CPA interpreted the key audit matters in the financial report in 2018 and discuss the questions addressed by the members in audit committee.

    No objection.

    August 8, 2019

    The third meeting of the audit committee of the third term

    Discuss any review problems in the financial report of the second quarter in 2019

    No objection.

    November 11, 2019

    The fourth meeting of the audit committee of the fourth term

    Review the independent and suitability of the certifying CPA.

    No objection.

    Discuss any review problems in the financial report of the third quarter in 2019

     

    Note: the election date is on June 21, 2019