GIGABYTEʼs internal audit unit is an independent unit that reports directly to the Board of Directors. In addition to reports at routine Board meetings, Internal Audit is also expected to report to the Chairman each month or as necessary. The responsibilities of Internal Audit are set out in the Guidelines Governing the Internal Audit System and cover the following: assisting the Board and management with inspecting and following-up on deficiencies in the internal control system, measurement of operational results and efficiency, and providing suggestions for improvements when appropriate to ensure the effective implementation of the internal control system and provide a reference for revisions to internal controls.

Audits are based on the Board-approved audit plan which is divided into regular internal audits and ad hoc internal audits. The audits provide the management with timely information on the operation of internal control functions, providing another channel for identifying existing or potential weaknesses in business operations. Internal Audit reviews the internal control self-assessment conducted by each unit to ensure that the internal control system is being executed as designed. The results of the self-assessments are then combined to provide the Board of Directors or President with their main basis for evaluating the validity of internal controls and the issuing of internal control declarations. The risk-oriented internal audit functions are shown below.

To ensure a sound remuneration structure for GIGABYTE directors, supervisors and executives, GIGABYTE established the “Remuneration Committee” in accordance with the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Stock Exchange or Traded Over the Counter” under the Securities and Exchange Act in late 2011. The mission of the Committee is to assist with the evaluation of the companyʼs overall remuneration and benefits policies as well as the remuneration of directors and executives. The Company rules state that the Remuneration Committee shall consist of three members appointed by Board resolution. One committee member serves as the convener and their term of office is identical to that of the Board.

Operations of the Remuneration Committee

The Remuneration Committee of the Company consists of three members. In 2025, the Remuneration Committee held 4 meetings. The attendance of the members is as follows:

In 2025, the Remuneration Committee reviewed and evaluated key matters, including the incentive bonus schemes for subsidiaries, performance self-assessments for the Board of Directors and individual directors, and executive compensation (2025 Meeting Minutes). For details on the annual proposals, please refer to the ‘2025 Remuneration Committee Meeting Information’ section of GIGABYTE Annual Report.

GIGABYTE implements the “Organization Rules of the Audit and Risk Management Committee” and established an Audit and Risk Management Committee in accordance with Article 3 of the “Regulations Governing the Exercise of Powers by Audit Committees of Public Companies” issued by the Financial Supervisory Committee. The GIGABYTE Audit Committee is made up of all independent directors and must contain at least three members. One member must also have an accounting or finance background to enhance the credibility and independence of internal audits.

Operations of the Audit and Risk Committee

The Audit and Risk Committee of the Company consists of five members. In 2025, the Audit and Risk Committee held 7 meetings. The attendance of the members is as follows:

The Nomination Committee of the Company was established on August 13, 2021. The committee is composed of three directors, including two independent directors. One member is elected by all committee members to serve as the convener and chairperson of meetings. The term of the current Nomination Committee members is aligned with the term of the Board of Directors.

Operations of the Nomination Committee

The Nomination Committee of the Company consists of three members. In 2025, the Nomination Committee held 2 meetings. The attendance of the members is as follows:

The Company is dedicated to the implementation of corporate social responsibility and sustainable development. In accordance with Article 27 of the Companyʼs “Corporate Governance Best Practice Principles,” the “Organizational Charter of the Corporate Governance and Sustainable Development Committee” has been established. The Committee shall be composed of at least three directors, a majority of whom shall be independent directors, and at least one member shall possess expertise in law or management.

The Company appointed Mr. Simon Huang as chief corporate governance officer on 16 January 2024. The chief corporate governance officerʼs main responsibilities are to handle matters relevant to Board of directors and Shareholdersʼ meeting in accordance with the law, to prepare minutes of Board meetings and Shareholdersʼ meetings, to assist directorsʼ inauguration and continuing professional education, to provide the directors with information required for performing their duties, and to assist the directors to act in compliance with the laws.

Status of further education of chief corporate governance officer in 2025. The former Corporate Governance Officer, Chun-Ying Chen (CFO), took these courses.