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Board Members
Title Name Selected Education, Past Positions & Current Position
Chairman Cheng-Mount Cheng
(Corporate Representative of the MOTC)		 Current Position: Chairman, Yang Ming

Past Positions:
Deputy Minister, National Development Council
Vice Chairman, Financial Supervisory Commission R.O.C
General Manager, Agriculture Bank of Taiwan
President, Taiwan Academy of Banking and Finance
Adjunct Associate Professor, Department of Finance of National Chengchi University
Chief Economist, CITIBANK Taiwan
Assistant Researcher, Taiwan Institute of Economy Research

Selected Education:
Master Degree in Economics, University of Wisconsin-Madison
Bachelor Degree in Economics, National Taiwan University
Director Kun-Ching Liao
(Corporate Representative of the MOTC)		 Past Positions:
Retired Professor, National Taiwan Ocean University
Department Chairman and Full-Time Professor, Department of Transportation of National Taiwan Ocean University
Associate Professor, National Kaohsiung Marine University
Deck Officer, Chinese Maritime Transport Ltd.

Selected Education:
Master Degree in Transportation Engineering, Tokyo University of Mercantile Marine
Bachelor Degree in Navigation, National Taiwan Ocean University
Director Ping-Jen Tseng
(Corporate Representative of the MOTC)		 Current Position: Associate Vice President, Yang Ming

Past Positions:
Associate Vice President, Yang Ming

Selected Education:
Bachelor Degree in International Trade, Shih Chien University
Director Keh-Her Shih
(Corporate Representative of the NDF)		 Current Position: Deputy Minister, National Development Council

Past Positions:
Senior Secretary, Office of the President
Deputy Secretary-General, Office of the President
Political Deputy Minister, Ministry of Labor
Consultant, Executive Yuan
Deputy Secretary-General, Executive Yuan
Deputy Magistrate, Yunlin County Government
Director, Yunlin County Government
Director-General, Yunlin County Government

Selected Education:
Master Degree in MSc Management, Imperial College, University of London (now Imperial College London)
Master Degree in MSc Regional and Urban Planning Studies, The London School of Economics and Political Science
Bachelor Degree in Political Science, National Taiwan University
Director Shao-Yuan Chang
(Corporate Representative of the NDF)		 Past Positions:
Deputy Mayor, Tainan City (retired)
Director, Finance and Local Tax Bureau of Tainan City
Director, Finance Department of Tainan City
Director, Finance Department of Tainan County

Selected Education:
Master Degree in Land Economics, National Chengchi University
Bachelor Degree in Land Economics, National Chung Hsing University
Director Chien-Yi Chang
(Corporate Representative of the NDF)		 Current Position: President, Taiwan Institute of Economic Research

Past Positions:
Director, Taiwan Institute of Economic Research’s Research Division II
Vice Executive Secretary, Industrial Development Advisory Council of Ministry of Economic Affairs ROC
Vice Executive Secretary, Commercial Development Advisory Council of Ministry of Economic Affairs ROC
Vice Chairman, Policy Research Commission of the Economic and Trade in ROCCOC
Adjunct Associate Professor, Department of National Business of Soochow University

Selected Education:
Ph.D. in Economics, National Taipei University
Director Wen-Ching Liu
(Corporate Representative of the TNC)		 Current Position: Chairman, Taiwan Navigation Company

Past Positions:
Chairman, Kaohsiung Ammonium Sulfate Co., Ltd.
Chairman, the CSLC
Senior Consultant, CPC Corporation, Taiwan

Selected Education:
Master Degree in Applied Biology and Chemical Technology, The Hong Kong Polytechnic University
Bachelor Degree in Chemistry, National Chung Hsing University
Independent Director Tar-Shing Tang Current Position: Attorney-in-Charge, Tar-Shing Tang Law Office

Past Positions:
Qualification in Bar Examination
Completion in The Training Institute of Ministry of Finance
Qualification in Senior Examination of Finance

Selected Education:
Bachelor Degree in Economics(Minor in Law), National Taiwan University
Independent Director Tze-Chun Wang Current Position: Chairman, Sirtec International Co., Ltd

Past Positions:
Representative, Navigator Investment Co., Ltd.
CPA, Deloitte
Teaching Assistant, National Taiwan University

Selected Education:
Bachelor Degree in Agriculture Economics, National Taiwan University
Independent Director Jei-Fuu Chen Current Position:
Adjunct Professor, Department and Graduate Institute of Business Administration of National Taiwan University
Adjunct Professor, Department of Information Management and Finance of National Yang Ming Chiao Tung University
Visiting Professor, Institute for Integrated Cell-Material Sciences (iCeMS) of Kyoto University, Japan
Visiting Professor, Biomedical Translation Research Center

Past Positions:
Adjunct Professor, Department of Information Management and Finance of National Chiao Tung University
Adjunct Professor, Graduate Institute of Management of National Taiwan Normal University
Visiting Scholar, Department of Biomedical Data Science, School of Medicine, Stanford University
Chief Investment Officer, Acer Inc.
President, Acer Digital Service Co.
Associate Vice President, Strategic Investment at Asus Computer
Assistant Vice President, JAFCO Investment (Japan Nomura Group’s venture capital arm)

Selected Education:
Ph.D. in Information Management, National Taiwan University
MBA, National Taiwan University
Master Degree in Electrical Engineering, University of Southern California


The Board Diversity Policy
Yang Ming has established “Corporate Governance Best Practice Principles” containing the board diversity policy. The board diversity policy and the implementation is disclosed in annual report and on Yang Ming’s official website.

● The Board Diversity Policy
   The board of Yang Ming should direct company strategies, supervise the management, and be responsible to Yang Ming and the shareholders. The
   various procedures and arrangements of Yang Ming’s corporate governance system shall ensure the board of directors complies with laws, regulations,
   Yang Ming’s articles of incorporation, and the resolutions of Yang Ming’s shareholders meetings while exercising their authority.

   The structure of Yang Ming's board of directors shall be determined by choosing an appropriate number of board members, between 7 to 11, in
   consideration of Yang Ming’s business scale, the shareholdings of Yang Ming’s major shareholders, and practical operational needs.

   The composition of the board of directors shall be determined by considering diversity. It is advisable that directors concurrently serving as company
   officers not exceed one-third of the total number of the board members, and that an appropriate policy on diversity based on Yang Ming's business
   operations, operating dynamics, and development needs be formulated and include, without being limited to, the following two general standards:
   1. Ability to make operational judgment
   2. Ability to perform accounting and financial analysis
   3. Ability to conduct management administration
   4. Ability to handle crisis management
   5. Knowledge of the industry
   6. An international market perspective
   7. Leadership
   8. Ability to make policy decisions
   9. Knowledge and abilities of risk management

● Specific Objectives and Implementation of the Board Diversity Policy
   Yang Ming’s board consists of 10 directors including 3 independent directors. All members possess extensive experiences and expertise in marine
   industry, world economy, finance, accounting, laws, and management fields. Yang Ming’s
   directors with employee status comprises 20%, and independent directors comprises 30%. The serve term of all 3 independent directors is less than 3
   years. The age of 1 director is more than 71 years old, 4 directors are 61-70 years old and 5 directors are less than 60 years old. The implementation of
   board diversity policy is as follows:
Director
Basic Composition Capabilities Professional Background
Gender Nationality Concurrent Positions in Yang Ming Age Tenure of Independent Director Management Leadership Industry Experience World Economy Accounting and Finance Marketing Legal Practice
Less Than 50 51-60 61-70 More Than 71
Cheng-Mount Cheng M R.O.C. V V V V V V
Kun-Ching Liao M R.O.C. V V
Ping-Jen Tseng M R.O.C. V V V V V V
Keh-Her Shih M R.O.C. V V V
Shao-Yuan Chang M R.O.C. V V V V
Chien-Yi Chang M R.O.C. V V V V
Wen-Ching Liu M R.O.C. V V V V V
Tar-Shing Tang M R.O.C. V Less than 3 years V V V
Tze-Chun Wang M R.O.C. V Less than 3 years V V V
Jei-Fuu Chen M R.O.C. V Less than 3 years V V V V V
All board members are male currently. To improve gender equality in the composition of board members, our goal is to increase the ratio of female directors to 15% and hope to add one female director each for the term of 21st and 22nd board of directors.


Continuing Education for Directors
 
The information of Advanced education for Directors in 2020
Title Name Date Organizer Course Name Hours
Director Cheng-Mount Cheng 2020.02.13 Securities and Futures Institution Directors and Supervisors (Independent) and Corporate Governance Executives Advanced Seminar-Early Warning and Type Analysis of Corporate Financial Crisis 3
2020.03.31 Taiwan Academy of Banking And Finance Corporate Governance Lecture-Risk-oriented Money Laundering Prevention Trends and Impact 3
Director Kun-Ching Liao 2020.11.03 Taiwan Corporate Governance Association Group tax management trends in the post-epidemic era 3
2020.12.17 Taiwan Corporate Governance Association Challenges and Countermeasures of Information Security 3
Director Ping-Jen Tseng 2020.10.16 Taiwan Corporate Governance Association Group tax management trends in the post-epidemic era 3
2020.10.23 Taiwan Corporate Governance Association Challenges and Countermeasures of Information Security 3
Director Shao-Yuan Chang 2020.12.08 Taiwan Academy of Banking And Finance Corporate Governance Lecture-Financial Technology Series (Phase 3) 3
2020.12.09 Securities and Futures Institution Directors and supervisors (including independent) practice advanced seminar-corporate mergers and acquisitions practice sharing-centered on hostile mergers and acquisitions 3
Director Chien-Yi Chang 2020.08.28 Taiwan Academy of Banking And Finance Seminar on Building Financial Institutions to Fully Follow the System (1st Issue) 3.5
2020.10.21 Securities and Futures Institution 109 Annual Prevention of Insider Trading and Insider Equity Trading Publicity Seminar 3
Director Wen-Ching Liu 2020.06.19 Taiwan Corporate Governance Association Enterprises promote smart manufacturing practices 3
2020.06.19 Taiwan Corporate Governance Association Faster, better and more valuable to enhance the core competitiveness of enterprises from production management 3
Former Director Shao-Liang Chen 2020.08.21 Taiwan Corporate Governance Association [CGP-advanced] How does the company do a good job in fraud detection and prevention and establish a whistle blowing mechanism to strengthen corporate governance 3
2020.12.08 Securities and Futures Institution Directors and supervisors (including independent) and corporate governance executives advanced practical seminar ~ [Trends and challenges of information security governance] 3
Independent Director Tar-Shing Tang 2020.06.23 Taiwan Academy of Banking And Finance Corporate Governance Lecture-Analysis of Important Practical Cases of Corporate Governance 3
2020.07.24 Taiwan Corporate Governance Association [CGP-Core] Three Codes and Practical Cases of Integrity Management, Corporate Governance and Corporate Social Responsibility 3
Independent Director Tze-Chun Wang 2020.08.05 Taiwan Corporate Governance Association On the Evaluation of Corporate Governance and the Effectiveness of the Board of Directors 3
2020.08.27 Securities and Futures Institute Directors and supervisors (including independent) and corporate governance executives advanced seminars-5G key technologies and application business opportunities 3
2020.09.02 Securities and Futures Institute Directors and Supervisors (Independent) and Corporate Governance Executives Advanced Seminar-Discussion on Money Laundering Prevention and Terrorism 3
2020.09.29 Taiwan Corporate Governance Association Introduction to anti-corruption and money laundering prevention regulations and practical case analysis 3
Independent Director Jei-Fuu Chen 2020.10.14 Taiwan Corporate Governance Association 【Audit Committee Series Courses】The establishment and operation of the audit committee 3
2020.11.10 Taiwan Corporate Governance Association 【Audit Committee Series Courses】 How does the audit committee supervise the effectiveness of internal control 3
2020.12.11 Taiwan Corporate Governance Association 【Audit Committee Series Courses】Advanced Practice Sharing of Audit Committee-M&A Review and Directors’ Responsibilities 3
2020.12.22 Securities and Futures Institution Directors and Supervisors (Independent) Practice Advanced Seminar-Enterprises' Discussion on Information Security Governance-Based on Legal Practice 3


Succession Plan for Board Members
Except as otherwise provided by acts or regulations, Yang Ming's directors are elected in accordance with its "Procedures for Election of Directors”. The candidates of the board of directors are deployed in accordance with business scale, major shareholders’ shareholding ratio, practice, the board diversity policy and all capabilities of board members, and also in reference to the result of board performance assessments. Yang Ming plans annual training courses for each director at least 6 hours per year in accordance with changes in external and internal environmental conditions and development needs to enhance the professional knowledge of directors and strengthen board capabilities.

Yang Ming’s executives should attend in board meetings and functional committee meetings to be familiar with meeting procedures. Besides, to make sure the executives could meet the directors’ requirements or take over as future directors, Yang Ming would assign them different jobs through job rotation, going abroad and being directors of subsidiaries to expand their participation and familiarity in each group unit and improve their ability to formulate company policy, supervise and execute internal control and legal compliance, and control and respond to risk management.

To maintain the professional and experience inheritance of board members, Yang Ming plans the succession for the board of directors through the following methods:
1. Consider director candidates recommended by shareholders
2. Invite current directors to recommend suitable candidates
3. Take the result of board performance assessments as a reference when nominate directors for reappointment
4. Yang Ming’s executives

The director candidate list obtained according to the preceding methods shall be submitted to the board for review and serve as a reference for planning succession candidates for directors.
In general, except recruiting suitable professional persons as director candidates, Yang Ming will also train their executives as director candidates to comprehensively achieve the board of directors' decision-making and supervisory functions.


Board of Directors Meeting Status
The term of the 19th board of directors is from June 22, 2018 to May 13, 2021. Up to February 28, 2021, there are 24 meetings convened by the 19th board of directors. The attendance records are as follows:
Title Name Attendance in Person (B) By Proxy Required Attendances (A) Attendance Rate in Person(%)(B/A) Remarks
Chairman Cheng-Mount Cheng
(Corporate Representative of the MOTC)		 20 2 22 91% Inaugurated as director as corporate representative of the NDF between August 17, 2018 and September 30, 2020. Inaugurated as director as corporate representative of the MOTC and elected as chairman since October 1, 2020.
Former Chairman Chih-Chien Hsieh
(Corporate Representative of the MOTC)		 19 0 29 95% Inaugurated as director and elected as chairman on June 23, 2016. Stepped down as chairman on September 30, 2020 and retired on October 1, 2020. 1 leave of absence.
Director Kun-Ching Liao
(Corporate Representative of the MOTC)		 24 0 24 100% New office assumed on June 22, 2018.
Director Ping-Jen Tseng
(Corporate Representative of the MOTC)		 24 0 24 100% New office assumed on June 22, 2016.
Director Keh-Her Shih
(Corporate Representative of the NDF)		 2 1 3 67% Inaugurated as director on December 21, 2020.
Director Shao-Yuan Chang
(Corporate Representative of the NDF)		 18 1 19 95% Inaugurated as director on April 29, 2019.
Director Chien-Yi Chang
(Corporate Representative of the NDF)		 16 8 24 67% New office assumed on June 22, 2018.
Director Wen-Ching Liu
(Corporate Representative of the TNC) 		23 1 24 96% New office assumed on June 22, 2018.
Former Director Shao-Liang Chen
(Corporate Representative of the TIPC)		 14 3 17 82% New office assumed on June 22, 2018. Stepped down as director on June 17, 2019. Inaugurated as director on May 5, 2020.
Certainly discharged from the office of director on March 2, 2021.
Former Director Jiunn-Rong Chiou
(Corporate Representative of the NDF)		 1 1 2 50% New office assumed on June 22, 2018. Stepped down as director on September 17, 2018.
Former Director Chuan-Te Ho
(Corporate Representative of the NDF)		 5 0 5 100% New office assumed on June 22, 2018. Stepped down as director on April 29, 2019.
Independent Director Tar-Shing Tang 24 0 24 100% New office assumed on June 22, 2018.
Independent Director Tze-Chun Wang 24 0 24 100% New office assumed on June 22, 2018.
Independent Director Jei-Fuu Chen 8 0 8 100% Elected to fill the vacancy as independent director on June 17, 2020.
Former Independent Director Ming-Sheu Tsai 12 0 13 92% Elected to fill the vacancy as independent director on June 22, 2017. Renewal of office on June 22, 2018. Resigned on April 16, 2020. 1 leave of absence.