LINE PAY

中文

Corporate Governance

Board of Directors

Title Name Principal Working Experience

Chairman

Woongju Jeong

CEO, LINE Pay Taiwan Limited

Director

Ohyun Kwon

Head of F Corp. Planning, LINE Financial Corporation

Director

Harris Chang

Director and Executive Vice President, LINE Pay Taiwan Limited

Director

Celeste Chang

Director and Senior Vice President, LINE Pay Taiwan Limited

Director

Andy Chen

Executive Vice President, Taipei Fubon Bank

Independent Director

Josephine Peng

Former Special Consultant, Lee and Li

Independent Director

Ben Liu

Senior Partner, InfoShare Tech Law Office

Independent Director

Kay Lin

Managing Partner, Darwin Venture Management

Independent Director

Andrew Lu

Co-founder and CEO, OMNInsight, Inc.

For more information about directors' continuing education

Visit MOPS (Code: 7722)

Powers and Functions of the
Board of Directors

The Board of Directors of the Company guides corporate strategies, oversees management, and is
accountable to the Company and shareholders. Various operations and plans of the corporate governance
system aim to ensure that the Board of Directors exercise its powers in accordance with laws, the Company's
Articles of Incorporation, or resolutions of the meetings of shareholders.

Board Diversity Policy and
Its Implementation Status

The Company advocates a policy of board diversity to strengthen corporate governance and promote the
sound development of the composition and structure of the Board of Directors. The current Board of
Directors of the Company consists of 9 members, including 4 female directors. The board diversity policy and
its implementation status are summarized as follows:

Name of
Directors		 Gender Capabilities
Business Judgment Accounting and
Financial Analysis		 Crisis
Management		 International
Market Insight		 Leadership Decision-
making		 Business
Management

Woongju
Jeong

Male

Ohyun
Kwon

Female

Harris
Chang

Male

Celeste
Chang

Female

Andy Chen

Male

Josephine
Peng

Female

Ben Liu

Male

Kay Lin

Female

Andrew Lu

Male

Audit Committee

The Audit Committee of the Company is composed of all independent directors (including at least one expert in finance).
All four independent directors meet the qualification requirements stipulated by laws and regulations regarding their
expertise, working experience, independence, and the number of other companies at which they concurrently serve as
an independent director. Additionally, the Committee conducts an internal performance evaluation on an annual basis.
The Audit Committee convenes at least once quarterly.
For information on the convening of the Committee meetings and the attendance rate of each member,
please refer to the Company's annual report.

Name of Member of the Audit Committee Principal Working Experience

Josephine Peng (Chair)

Independent Director, LINE Pay Taiwan Limited
Former Special Consultant, Lee and Li

Ben Liu

Independent Director, LINE Pay Taiwan Limited
Senior Partner, InfoShare Tech Law Office

Kay Lin

Independent Director, LINE Pay Taiwan Limited
Managing Partner, Darwin Venture Management

Andrew Lu

Independent Director, LINE Pay Taiwan Limited
Co-founder and CEO, OMNInsight, Inc.

Powers and Functions of the
Audit Committee

  • The powers of the Audit Committee of the Company are as follows:
  • 1. The adoption of or amendments to the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
  • 2. Assessment of the effectiveness of the internal control system.
  • 3. The adoption or amendment, pursuant to Article 36-1 of the Securities and Exchange Act, of the procedures for handling financial or business activities of a material nature, such as acquisition or disposal of assets, derivatives trading, loaning of funds to others, and endorsements or guarantees for others.
  • 4. Matters in which a director is an interested party.
  • 5. Asset transactions or derivatives trading of a material nature.
  • 6. Loans of funds, endorsements, or provision of guarantees of a material nature.
  • 7. The offering, issuance, or private placement of equity-type securities.
  • 8. The hiring or dismissal of a certified public accountant, or their compensation.
  • 9. The appointment or discharge of a financial, accounting, or internal audit officer.
  • 10. Annual financial reports and second quarter financial reports that must be audited and attested by a certified public accountant, which are signed or sealed by the chairperson, managerial officer, and accounting officer.
  • 11. Other material matters as may be required by the Company or by the competent authority.

Remuneration Committee

The Remuneration Committee of the Company is appointed by the Board of Directors, and all members are independent directors.
The Remuneration Committee shall convene at least twice a year. For information on the convening of the Committee meetings and
the attendance rate of each member, please refer to the Company's annual report.

Name of Member of the Remuneration Committee Principal Working Experience

Josephine Peng (Chair)

Independent Director, LINE Pay Taiwan Limited
Former Special Consultant, Lee and Li

Ben Liu

Independent Director, LINE Pay Taiwan Limited
Senior Partner, InfoShare Tech Law Office

Kay Lin

Independent Director, LINE Pay Taiwan Limited
Managing Partner, Darwin Venture Management

Powers and Functions of the
Remuneration Committee

  • The Committee exercises the case of a good administrator in faithfully performing the official powers listed below and submits its recommendations for deliberation by the board of directors.
  • 1. Prescribe and periodically review the performance review and remuneration policy, system, standards and structure for directors and managerial officers.
  • 2. Periodically evaluate and prescribe the remuneration of directors and managerial officers.

Key Information and Rules

  • Board of Directors

    Board of Directors

    Title Name Principal Working Experience

    Chairman

    Woongju Jeong

    CEO, LINE Pay Taiwan Limited

    Director

    Ohyun Kwon

    Head of F Corp. Planning, LINE Financial Corporation

    Director

    Harris Chang

    Director and Executive Vice President, LINE Pay Taiwan Limited

    Director

    Celeste Chang

    Director and Senior Vice President, LINE Pay Taiwan Limited

    Director

    Andy Chen

    Executive Vice President, Taipei Fubon Bank

    Independent
    Director

    Josephine Peng

    Former Special Consultant, Lee and Li

    Independent
    Director

    Ben Liu

    Senior Partner, InfoShare Tech Law Office

    Independent
    Director

    Kay Lin

    Managing Partner, Darwin Venture Management

    Independent
    Director

    Andrew Lu

    Co-founder and CEO, OMNInsight, Inc.

    For more information about directors' continuing education

    Visit MOPS (Code: 7722)

    Powers and Functions of the Board of Directors

    The Board of Directors of the Company guides corporate strategies, oversees management, and is accountable to the Company and shareholders. Various operations and plans of the corporate governance system aim to ensure that the Board of Directors exercise its powers in accordance with laws, the Company's Articles of Incorporation, or resolutions of the meetings of shareholders.

    Board Diversity Policy and Its Implementation Status

    The Company advocates a policy of board diversity to strengthen corporate governance and promote the sound development of the composition and structure of the Board of Directors. The current Board of Directors of the Company consists of 9 members, including 4 female directors. The board diversity policy and its implementation status are summarized as follows:

    Name of
    Directors    		 Gender Capabilities
    Business
    Judgment    		 Accounting and
    Financial Analysis    		 Crisis
    Management    		 International
    Market Insight    		 Leadership Decision-
    making    		 Business
    Management

    Woongju
    Jeong

    Male

    Ohyun
    Kwon

    Female

    Harris
    Chang

    Male

    Celeste
    Chang

    Female

    Andy Chen

    Male

    Josephine
    Peng

    Female

    Ben Liu

    Male

    Kay Lin

    Female

    Andrew Lu

    Male

  • Functional Committees

    Audit Committee

    The Audit Committee of the Company is composed of all independent directors (including at least one expert in finance). All four independent directors meet the qualification requirements stipulated by laws and regulations regarding their expertise, working experience, independence, and the number of other companies at which they concurrently serve as an independent director. Additionally, the Committee conducts an internal performance evaluation on an annual basis. The Audit Committee convenes at least once quarterly. For information on the convening of the Committee meetings and the attendance rate of each member, please refer to the Company's annual report.

    Name of Member of
    the Audit Committee    		 Principal Working Experience

    Josephine Peng
    (Chair)

    Independent Director, LINE Pay Taiwan Limited
    Former Special Consultant, Lee and Li

    Ben Liu

    Independent Director, LINE Pay Taiwan Limited
    Senior Partner, InfoShare Tech Law Office

    Kay Lin

    Independent Director, LINE Pay Taiwan Limited
    Managing Partner, Darwin Venture Management

    Andrew Lu

    Independent Director, LINE Pay Taiwan Limited
    Co-founder and CEO, OMNInsight, Inc.

    Powers and Functions of the Audit Committee

    • The powers of the Audit Committee of the
      Company are as follows:
    • 1. The adoption of or amendments to the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
    • 2. Assessment of the effectiveness of the internal control system.
    • 3. The adoption or amendment, pursuant to Article 36-1 of the Securities and Exchange Act, of the procedures for handling financial or business activities of a material nature, such as acquisition or disposal of assets, derivatives trading, loaning of funds to others, and endorsements or guarantees for others.
    • 4. Matters in which a director is an interested party.
    • 5. Asset transactions or derivatives trading of a material nature.
    • 6. Loans of funds, endorsements, or provision of guarantees of a material nature.
    • 7. The offering, issuance, or private placement of equity-type securities.
    • 8. The hiring or dismissal of a certified public accountant, or their compensation.
    • 9. The appointment or discharge of a financial, accounting, or internal audit officer.
    • 10. Annual financial reports and second quarter financial reports that must be audited and attested by a certified public accountant, which are signed or sealed by the chairperson, managerial officer, and accounting officer.
    • 11. Other material matters as may be required by the Company or by the competent authority.

    Remuneration Committee

    The Remuneration Committee of the Company is appointed by the Board of Directors, and all members are independent directors. The Remuneration Committee shall convene at least twice a year. For information on the convening of the Committee meetings and the attendance rate of each member, please refer to the Company's annual report.

    Name of Member of the
    Remuneration Committee    		 Principal Working Experience

    Josephine Peng
    (Chair)

    Independent Director, LINE Pay Taiwan Limited
    Former Special Consultant, Lee and Li

    Ben Liu

    Independent Director, LINE Pay Taiwan Limited
    Senior Partner, InfoShare Tech Law Office

    Kay Lin

    Independent Director, LINE Pay Taiwan Limited
    Managing Partner, Darwin Venture Management

    Powers and Functions of the Remuneration Committee

    • The Committee exercises the case of a good administrator in faithfully performing the official powers listed below and submits its recommendations for deliberation by the board of directors.
    • 1. Prescribe and periodically review the performance review and remuneration policy, system, standards and structure for directors and managerial officers.
    • 2. Periodically evaluate and prescribe the remuneration of directors and managerial officers.
  • Key Information and Rules

    Key Information and Rules