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SYNNEX TECHNOLOGY INTERNATIONAL CORPORATION Annual Report 2024

Jun 12, 2025

52019_rns_2025-06-12_1647ec3a-f3d6-44e8-83d7-4166e5c79097.pdf

Annual Report

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Spokesperson

Tu, Shu-Chyuan Global Corporate Senior Vice President (02) 2506-3320 (02) 6636-5566 [email protected] www.ctbcbank.com

Chen, Yi-Ju PwC Taiwan [email protected] (02) 2729-6666

Headquarters

27 F., No. 205, Sec. 8, Civic Blvd., Nangang Dist., Taipei 115, Taiwan (R.O.C.) (02) 2506-3320 Luxembourg Stock Exchange

Linkou logistics center Stock Exchange.

(02) 2508-5948 stock code is SYXZF

Taichung logistics centers

No. 35, Gongyequ 24th Rd., Nantun Dist., Taichung City (04) 2350-3456

Kaohsiung logistics centers

No. 312-8, Renxin Rd., Renwu Dist., Kaohsiung City (02) 8978-9300

Australia logistics centers Melbourne, Sydney

Indonesia logistics center

Jakarta

Common Stock Transfer Agency

Transfer Agency Department, CTBC Bank Co., Ltd. 5F., No. 83, Sec. 1, Chongqing S. Rd., Taipei City

Acting Spokesperson Auditing CPA of the most recent year

Finance Director Huang, Shih-Chun, Liang, Yi-Chang (02) 2506-3320 27F., No. 333, Sec. 1, Keelung Rd., Taipei City www.pwc.tw

Global Depositary Receipts (GDR) Stock Exchange

For GDR trading information, please contact the London No. 15, Dinghu 9th St., Guishan Dist., Taoyuan City The website is www.londonstockexchange.com and the.

------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Notice to readers

This English version annual report is a summary translation of the Chinese version and is not an official document of the shareholders' meeting. If there is any discrepancy between the English and Chinese versions, the Chinese version shall prevail.

2024 Consolidated Financial Performance

Unit: NTD
Item/Year 2023 2024 Net change (%)
Operating revenue (NT\$100 million) 3,960 4,260 7.6
Net income before tax (NT\$100 million) 105.2 123.5 17.5
Net income attributable to owners of the parent
(NT\$100 million)
72.9 92.1 26.4
EPS (after retroactive adjustment) (NT\$) 4.37 5.52 26.3
Gross profit margin (%) 4.4 4.4 0.0
Operating expense ratio (%) 2.3 2.0 (0.3)
Operating profit margin (%) 2.2 2.4 0.2
Return on equity (ROE) (%) 10.1 12.4 2.3
Average collection days 73 68 (7.9)
Inventory turnover (days) 54 46 (15.5)
Average payment turnover days 33 34 3.1

↑26.4%

Table of Contents

01 Letter to Shareholders
---------------------------------------------P03
02 Corporate Governance Report-----------------------------------P05
I. Information on Directors, General Managers, Vice-General Managers, Assistant
Vice-Presidents, and Department and Branch Directors---------------------------
P05
II. Implementation of corporate governance
--------------------------------------------
P17
III. Information on CPAs
-------------------------------------------------------------------
P41
IV. Changes in shareholdings of Directors, Supervisors, managers, and principal
shareholders------------------------------------------------------------------------------
P41
V. The relationships between the top ten shareholders-------------------------------- P42
VI. Comprehensive shareholding ratio of investment entities------------------------- P42
03 Capital overview-----------------------------------------------------P43
I. Capital and shareholding
---------------------------------------------------------------
P43
II. Dividend policy and implementation status
-----------------------------------------
P44
III. Information on employee bonus and director remuneration
----------------------
P44
IV. Company buyback of shares----------------------------------------------------------- P45
V. Issuance of global depositary receipts, bonds, preferred shares, and employee stock
option--------------------------------------------------------------------------------------
P45
VI. Mergers, acquisitions, or issuance of new shares for acquisition of shares of other
companies
--------------------------------------------------------------------------------
P45
VII. Implementation of capital allocation plan
-------------------------------------------
P45
04 Business overview
---------------------------------------------------P46
I. Scope of business------------------------------------------------------------------------ P46
II. Business model
--------------------------------------------------------------------------
P50
III. Core competencies
----------------------------------------------------------------------
P50
IV. Business strategy
------------------------------------------------------------------------
P51
V. Market and sales conditions
-----------------------------------------------------------
P51
VI. Employees-------------------------------------------------------------------------------- P55
VII. Environmental protection expenditure information
--------------------------------
P55
VIII. Labor relations--------------------------------------------------------------------------- P55
IX. Information security management
----------------------------------------------------
P57

X. Important contracts---------------------------------------------------------------------- P58

05 Financial Overview, Performance Analysis, and Risk Management----------------------------------------------------------P59

I. Review and analysis of financial status and financial performance-------------- P59 II. Risk management------------------------------------------------------------------------ P62

III. Other important matters ---------------------------------------------------------------- P63

06 Special disclosures
--------------------------------------------------P64
I. Profiles of affiliated enterprises
-------------------------------------------------------
P64
II. Progress of private placement of securities------------------------------------------
P64
III. Other supplemental information
------------------------------------------------------
P64
IV. Corporate events with material impact on shareholders' equity or stock prices set
forth in Article 36, Paragraph 2, Subparagraph 2 of Securities and Exchange Act in
the past year and up to the date of report
--------------------------------------------
P64

01 Letter to Shareholders

Dear Shareholders,

2024 will prove to be a year of critical turning point in history! Many countries around the world have experienced drastic geopolitical and economic changes, bringing numerous shocks to the rest of the world. Rather than easing, the ongoing wars have intensified. The high international trade barriers have led to the fragmentation and reorganization of the global economic and trade order. The increased uncertainty in government policies in major countries has further impacted the rapid volatility of the global economy. While the multiple energy price hikes have led to enormous pressure on people's livelihood and business operations. Alternatively, the world is seeing major technological innovations that only occur once every decade or so. Artificial intelligence (AI), electric vehicles, and a number of new technologies are bringing endless new business opportunities and visions. Innovation has brought forth paradigm shifts, leading to a drastic reshuffling in industries. Confronted by both new opportunities and the turbulent environment, challenges are always around the corner, testing the decision-making ability of business operations!

In 2024, amidst the turbulent environment, Synnex's business and HQ teams strove to achieve breakthroughs and expansions, leading to heightened business scale and strategic layout in the four major product categories. These include the semiconductor business, enterprise solution business, IT consumer business, and mobile device business. In addition, we also saw enormous progress in the Taiwan & China technical service business and the SYN Logistics business, helping to set a record high in the Group's consolidated revenue.

In addition to the breakthroughs in business, we are also starting to see results after implementing digital transformation for six years. Digitalization is in Synnex's genes. Having started computerization in as early as 1984, we have been continuously refining our operational knowledge into computer systems to assist business decision-making and help employees to learn. This year marks the 20th anniversary of the HQ Planning & Management Divisions. Established in 2005, it is in charge of building a transnational management mechanism and leading the development and optimization of ERP. In 2014, the Gen 7 system was successfully upgraded, enabling a multinational, diversified Group ERP business model that significantly facilitated our multinational operations. In 2019, Synnex initiated a new phase of digital transformation, introducing AI software to gain insight into market operational patterns through "pattern analysis". We also used "bias analysis" to explore hidden inefficiencies and losses, identifying ineffective operations that consumed channel resources and created unnecessary losses. In 2022, Synnex further optimized the new generation ERP architecture. By accelerating external digital connections with vendors and customers, we provided real-time, transparent and precise operation management information to partners throughout our supply chain and facilitated customers to concentrate resources on markets with enhanced efficiency. Internally, we comprehensively connected all eight of our operational systems to thoroughly reduce offline manual work. Besides reducing employees' workload, it also enables their work to be more knowledge-intensive, allowing them to focus on information interpretation and communications. Over the past six years, we have experienced a comprehensive transformation of existing and new awareness, and successfully transformed digital operations, division of labor, and organizational framework, allowing Synnex to achieve a new outlook in operation management and primed to take on the future.

2024 also marks a year of milestones for Synnex Group as we welcomed our ideal headquarters building. Constructed as a pioneering investment, the new building adopts customized specifications including top-notch seismic resistant and electromechanical security measures, optimized internal traffic flow, and human-centered design thinking infused into every detail. It is meant to enrich employees' daily lives with sunlight, fresh air, and water. The exterior facade of the Synnex Tower is inspired by the keystone of a classical vaulted building, symbolizing Synnex's commitment to being the keystone that bridges vendors and customers, achieving steady and continuous growth, and winning long-term trust.

After six years of digital transformation and internal rectification, Synnex's overall operational structure has become more lean, flexible, and agile. With the breath of fresh air ushered in by our new building, 2025 will be a year for Synnex to fully seize the market and strive for momentous growth.

Below are the key operational highlights of 2024:

1. Revenue and profit

Synnex's 2024 consolidated revenue was NT\$426 billion, representing 8% growth from the NT\$396 billion in 2023. The net profit after tax was NT\$9.21 billion, which is an increase of 26% from the NT\$7.29 billion in 2023. The after-tax EPS was NT\$5.52, which is up 26% from NT\$4.37 in 2023.

2. Concrete business results

(1) The four major product categories have all achieved comprehensive growth. In particular, the semiconductor business has continued to expand the number of customers for its MSP services, thereby reaching new revenue records for four consecutive years and achieving an annual increase of 9%. The Group's enterprise solution business seized AI-related opportunities and achieved record revenue, up 10% from the previous year. The Group's mobile device business actively expanded new products and recruited sales reps, showing a significant revenue increase of 24%, setting a six-year record. Meanwhile, the Group's IT consumer business resisted inventory destocking and sluggish demand, and achieved revenue growth of 2%.

  • (2) The Taiwan & China "technical service business" continued to expand the number of vendors and the breadth and depth of its services, resulting in a 3% growth. SYN Logistics continued to expand its warehouse service deployed in cloud platform, having served more than 1.6 million households in door-to-door delivery services.
  • (3) Our overseas joint ventures also performed well, with the three ASEAN countries (Indonesia, Thailand, and Vietnam) actively expanding their 450 million demographic dividend and continuing to grow strongly, achieving a 16% revenue growth. Revenues in India, the Middle East and North Africa reached a new high for the fourth consecutive year, growing by 9%.

The important production and marketing policies for 2025 are respectively described as follows:

    1. In terms of our various businesses, including semiconductor, commercial information, consumer information, communications, recruitment, and cloud service sectors, by utilizing the Management Service Platform (MSP) as a core, we continued to develop and adjust service and business models to enhance service quality and efficiency, driving for business expansion.
    1. We actively focused on seizing new opportunities in AI-related applications, green technology, smart mobile office and other fields.
    1. Continued to expand the logistics service business and corporate customer technical service business to develop them into fields with high value and growth.
    1. Continued to expand the application of AI and smart tools, especially in business decision-making, operational risk control, and operational quality management in order to reduce inefficiencies and losses. This helps us to focus resources on highperforming businesses and improve operating efficiency.

Future development strategies

As a channel service provider in the industrial supply chain, Synnex is strategically positioned as a "Management Service Platform (MSP)", connecting upstream and downstream manufacturers and third parties through digital connections. By integrating various internal high-efficiency operating mechanisms and smart management mechanism, the Company facilitates vendors and customers to develop new business opportunities, and engage in business operation services and management information analysis. Going forward, the Company will continue to implement the MSP strategy, and use new strategic thinking and vision to create greater value and a greater room for development through service.

Environmental, Social, and Governance (ESG)

Synnex has established a Sustainability Committee that actively promotes actions that facilitate the related work of Environmental, Social, and Governance (ESG) and fully discloses relevant information to fulfill its corporate social and civic responsibilities and play a more positive role in the sustainable development of both the global environment and society. Synnex has officially signed on as a supporter of the Task Force on Climate-Related Financial Disclosures (TCFD), and it is the first electronic channel service provider in Taiwan to disclose the TCFD information. In recent years, the Company has also obtained ISO 14001 Environmental Management Systems and ISO 14064 GHG Inventory certifications, showing that we attach importance to mitigating the impact of climate change. The Company took action to support global sustainable development by jointly issuing sustainability-linked loans with banks on multiple occasions. At the same time, the Company has also increased its disclosure of policies and results on supply chain management, conflict mineral management and green products to further strengthen the promotion of sustainability work.

The international situation is unpredictable and challenges will only become more severe in the future. SYNNEX will continue to uphold "stable, continuous, and growth," and constantly enhance our capabilities, stay up-to-date, and steadily move forward. We hope that our shareholders will continue to push us and support us!

Warm regards,

Chairman: Miau, Matthew Feng Chiang

President: Tu, Shu-Wu

02 Corporate Governance Report

I. Information on Directors, General Managers, Vice-General Managers, Assistant Vice-Presidents, and Department and Branch Directors

(I) Information on Directors

Basic Information of Directors

2025.03.31
Title Name Gender
Age
Nationality
or place of
registration
Date
elected
Term
(years)
First
elected
date
Shares held during
election
Current
shareholding
Current shares held
by spouse and
underage children
Shareholding
by nominee
arrangement
Remarks
Shares % Shares % Shares % Shares %
Chairman/
Miau, Matthew
Feng Chiang
Male
70-79
USA 2024.5.31 3 1988.9.1 3,283,000
(Note)
0.17 3,283,000
(Note)
0.20 - - - - Representative of Mei-Feng
Investment Corporation
Director/
Tu, Shu-Wu
Male
70-79
ROC 2024.5.31 3 1988.9.1 36,156,381 2.17 36,156,381 2.17 1,587,245 0.10 - -
Director/
Chou, Teh
Chien
Male
60-69
ROC 2024.5.31 3 2015.6.12 260,521,054
(Note)
15.62 260,521,054
(Note)
15.62 - - - - Representative of MiTAC Inc.
Director/
Yang, Hsiang
Yun
Female
60-69
ROC 2024.5.31 3 2015.6.12 8,217,974
(Note)
0.49 8,217,974
(Note)
0.49 - - - - Representative of Tsu Fung
Investment Co., Ltd.
Director/
Tu, Shu
Chyuan
Male
60-69
ROC 2024.5.31 3 2022.5.30 17,690,053
(Note)
1.06 17,690,053
(Note)
1.06 - - - - Representative of Hong Ding
Investments Corp.
Director/
Miau, Scott
Matthew
Male
50-59
ROC 2024.5.31 3 2022.5.30 3,218,250
(Note)
0.19 3,218,250
(Note)
0.19 - - - - Representative of Y.S. Education
Foundation
Independent
Director/
Hsuan, Chien
Shen
Male
80-89
ROC 2024.5.31 3 2021.7.20 - - - - - - - -
Independent
Director/
Shen, Ling
Long
Male
70-79
ROC 2024.5.31 3 2021.7.20 - - - - - - - -
Independent
Director/
Chung, Hui
Min
Male
60-69
ROC 2024.5.31 3 2024.5.31 - - - - - - - -

Note: It is the shareholding of a corporate shareholder.

Title
Name
Main experience (education) Other current positions within the Company or other department heads Spouse or relatives of second degree or
closer acting as directors, supervisors,
Chairman
Miau,
Matthew
Feng Chiang
General Manger, UPC Technology Corp.
General Manger, Lien Hwa Industrial Co., Ltd.
Chairman, Synnex Corp. US
Director, TD SYNNEX Corporation
Independent Director, Galileo
Independent Director, BOC
Independent Director, The Linde Group
Corporate Consultant, APEC
Representative, ABAC
Convener, NICI civil advisory committee
Chairman, Chinese National Federation of
Industries
Honorary Doctorate,
National Chiao Tung
University
MBA, Santa Clara
University (USA)
B.S., Electrical Engineering,
the University of California
at Berkeley (USA)
ITRI Laureate
Chairman, Lien Hwa Industrial Corp.
Chairman, UPC Technology Corp.
Chairman, MiTAC Holdings Corp.
Chairman, MiTAC Inc.
Director, Getac Holdings Corporation
Independent Director, Cathay Financial
Holdings
Director, CTCI Foundation
Title
Director
Name
Miau,
Scott
Matthew
Relationship
Father and son
Director
Tu, Shu-Wu
General Manager, Micro Electronics Corp.
Vice-President, MiTAC Inc.
Adjunct Professor, National Chiao Tung
University
B.S., Department of
Electrical and Control
Engineering, National Chiao
Tung University
ITRI Laureate
Honorary Doctoral Degree,
National Chiao Tung
University
President, Synnex Technology International
Corp.
Chairman, Seper Technology Corp.
Director, Bestcom Infotech Corp.
Chairman, E-Fan Investments Corp.
Director, Synergy Intelligent Logistics
Corp.
Director, Synergy Intelligent Technology
Co., Ltd.
Supervisor, MiTAC Information
Technology Corp.
Supervisor, MiTAC Inc.
Director, Tunghai University
Director, Synnex (Thailand) Public
Company Ltd.
Commissioner, PT. Synnex Metrodata
Indonesia
Director Tu, Shu
Chyuan
Brother
Director
Chou, Teh
Chien
Investment Special Assistant to Chairman,
MiTAC International Corp.
PhD of engineering, Rutgers,
The State University of New
Jersey
Director, MiTAC Information Technology
Corp.
Director, Concentrix Corporation
Director, Getac Holdings Corporation
Director, Waffer Technology Corp.
Supervisor, MiTAC Inc.
None None None
Spouse or relatives of second degree or
Title
Name
Main experience (education) Other current positions within the Company or other department heads closer acting as directors, supervisors,
Title Name Relationship
Director
Yang,
Hsiang-Yun
Chief Financial Officer, MiTAC International
Corp.
Corporate Governance Officer, MiTAC Holdings
Corp.
Supervisor, Waffer Technology Corp.
Chairman, Health Food Co., Ltd.
MBA, National Taiwan
University
Executive Assistant to Chairman, MiTAC
Holdings Corp.
Director, Ares International Corp.
Director and Vice President of Investment
Director, MiTAC Inc.
Director, Y.S. Education Foundation
Supervisor, MiTAC Digital Technology
Corp.
None None None
Director
Tu, Shu
Chyuan
President, Planning Department of Synnex
Technology International Corp.
Master of Computer
Engineering from California
State University
B.S., Department of
Computer Engineering,
National Chiao Tung
University
Vice-President, Synnex Technology
International Corp.
Chairman, Bestcom Infotech Corp.
Chairman, Bizwave Tech Co., Ltd.
Chairman, Synergy Intelligent Technology
Co., Ltd.
Director, Inforcom Technology Inc.
Director, Asgard System, Inc.
Director, Jetwell Computer Co., Ltd.
Independent Director, Nuvoton Technology
Corp.
Director, Digitimes Inc.
Director, Seper Technology Corp.
Director, Synnex (Thailand) Public
Company Ltd.
Director, Redington Ltd.
Director, Synnex FPT Joint Stock Company
Ltd.
Commissioner, PT. Synnex Metrodata
Indonesia
Director Tu, Shu
Wu
Brother
Director
Miau, Scott
Matthew
Vice President, IoT Business Group, MiTAC
Information Technology Corp.
Special Assistant to Chairman, MiTAC
SYNNEX Group
Ph.D., Department of
Management Information
Systems, College of
Commerce, National
Chengchi University
Vice- General Manager, MiTAC Inc.
Chairman, MiTAC Hikari Corporation
Chairman, Mei-Feng Investment
Corporation
Vice Chairman, Linde Lienhwa Industrial
Gases Co. Ltd.
Issuer, GLOBALinks MiTAC-SYNNEX
Group
Chairman Miau,
Matthew
Feng
Chiang
Father and son
Independent
Director
Hsuan,
Chien-Shen
Project Manager, General Electric
Vice President, Pepsi Taiwan
Vice President, Sesoda Corporation
Vice President, Pen Holdings Taiwan
President of Overseas Operations, Admiral
Oversea Corporation
President, TPV Technology Group
Ph.D. in Systems
Engineering, New York
Institute of Technology, USA
Master's degree in System
Engineering, Boston
University, USA
Bachelor's degree in
Electrical Engineering,
National Cheng Kung
University
Chairman and CEO, TPV Technology Co.,
Ltd.
Director, Standard Foods Co., Ltd.
Chairman, Shanghai Standard Foods Co.,
Ltd.
Chairman, Standard Investment (China)
Co., Ltd.
Chairman, Standard Foods (China) Co., Ltd.
Chairman, Standard Foods (Xiamen) Co.,
Ltd.
Chairman, Shanghai Le Bonta Wellness
Co., Ltd.
Chairman, Shanghai Xin-Huo-Li Health
Technology Co, Ltd.
None None None
Independent
Director
Shen, Ling
Long
Director of the Department of Insurance,
Ministry of Finance
Chairman of Mega Asset Management Corp.
Chairman of Chung Kuo Insurance Co., Ltd.
Chairman of the Taiwan Asset Management
Corporation
Chairman of Taiwan Cooperative Financial
Holding Co., Ltd. and Taiwan Cooperative Bank
Ph.D. in Economics,
University of Paris, France
Adjunct Professor, National
Cheng Chi University
Vice Chairman, The Appacus Foundation None None None
Independent
Director
Chung, Hui
Min
CEO, Biomedical EMBA Program, National
Yang Ming Chiao Tung University
Member, Corporate Governance Evaluation
Committee, TWSE
Ph.D. in Economics,
Michigan State University,
USA
B.S., Department of
Management Science,
National Chiao Tung
University
Dean, College of Management, National
Yang Ming Chiao Tung University
Professor, Department of Information
Management and Finance, National Yang
Ming Chiao Tung University
Director, EMBA Program, National Yang
Ming Chiao Tung University
Member of the Management Committee,
Industry Academia Innovation School,
National Yang-Ming Chiao Tung University
Editor-in-Chief, Review of Securities and
Futures Market
Director, Taiwan Futures Exchange Co.,
Ltd.
None None None

Major shareholders of the institutional directors

2025.03.31
Name of institutional director Major shareholders of the institutional directors (Note 1)
Mei-Feng Investment Corporation Miau, Matthew Feng Chiang 43.10%
Hsu, Ai-Chen 38.20%
Miau, Scott Matthew 14.15%
Other 4.55%
MiTAC Inc. (Note 2) Lien Hwa Industrial Holdings Corp. 35.29%
Synnex Technology International Corp. 18.39%
Mei-An Investment Corp. 10.56%
MiTAC International Corp. 8.71%
Tsu Fung Investment Co., Ltd. 5.37%
Hsu, Ai-Chen 1.98%
Hua Cheng Investment Corp. 1.92%
Miau, Matthew Feng Chiang 1.08%
Yi Feng Investment Corp. 0.75%
Hong Ding Investments Corp. 0.74%
Hong Ding Investments Corp. Tu, Ying-Rong 41.88%
Tu, Ying-Hsuan 41.88%
Tu, Shu-Wu 8.55%
Tu, Hai-Zhen 7.69%
Tsu Fung Investment Co., Ltd. MiTAC International Corp. 100%
Y.S. Education Foundation MiTAC International Corp. 10%
Getac Holdings Corporation 10%
Synnex Technology International Corp. 20%
Lien Hwa Industrial Holdings Corp. 20%
UPC Technology Corp. 20%
Mix System Holdings Ltd. 20%

Note 1: If the major shareholder is a legal person, then fill in the top ten shareholders, as detailed in the table below. Note 2: Information on the ex-dividend date in 2024.

Major shareholders who are institutional directors and their major shareholders

2025.03.31
Name of major shareholders of the institutional directors Their major shareholders
Lien Hwa Industrial Holdings Corp. UPC Technology Corp. 9.68%
Yih Yuan Investment Corp. 9.14%
Yi Feng Investment Corp. 4.86%
Miau, Matthew Feng Chiang 3.19%
Miau, Feng-Chuan 3.02%
Y.S. Education Foundation 3.00%
Lien Hwa Industrial Holdings Corp. Employee Welfare Committee 2.82%
MiTAC International Corp. 2.79%
Chou, Tsu-An 2.38%
Miau, Feng-Cheng 2.23%
Synnex Technology International Corp. MiTAC Inc. 15.62%
Yuanta Taiwan Dividend Plus ETF account 5.12%
Fuh Hwa Taiwan Technology Dividend Highlight ETF Securities Investment Trust Fund Account with Taipei Fubon
Commercial Bank Co., Ltd. acting as custodian 3.65%
Lien Hwa Industrial Holdings Corp. 3.57%
Morgan Stanley Capital International managed account with HSBC (Taiwan) acting as custodian bank 3.27%
Yuanta Taiwan Value High Dividend ETF Securities Investment Trust Fund Account with Hua Nan Commercial Bank Ltd.
acting as custodian 2.17%
Tu, Shu-Wu 2.17%
Rong Syuan Investments Co., Ltd. 2.16%
Yuanta Taiwan High Dividend Low Volatility ETF 1.95%
Miau, Matthew Feng Chiang 1.71%
Mei-An Investment Corp. Vision Quest Overseas Ltd. 82.25%
JumpStart Investments Ltd. 16.67%
Other 1.08%
MiTAC International Corp. MiTAC Holdings Corp. 100%
Tsu Fung Investment Co., Ltd. MiTAC International Corp. 100%
Hua Cheng Investment Corp. Lien Hwa Industrial Holdings Corp. 100%
Yi Feng Investment Corp. Rich Cycle Ltd. (British Virgin Islands) 100%
Hong Ding Investments Corp. Tu, Ying-Rong 41.88%
Tu, Ying-Hsuan 41.88%
Tu, Shu-Wu 8.55%
Tu, Hai-Zhen 7.69%
Getac Holdings Corporation MiTAC International Corp. 30.70%
Yuanta Taiwan Dividend Plus ETF account 5.79%
Fuh Hwa Taiwan Technology Dividend Highlight ETF Securities Investment Trust Fund Account with Taipei Fubon
Commercial Bank Co., Ltd. acting as custodian 3.60%
Mei-An Investment Corp. 2.50%
Tsu Fung Investment Co., Ltd. 1.46%
New Labor Pension Fund1.35%
Taiwan Business Bank Ltd. 1.23%
Lien Hwa Industrial Holdings Corp. 1.16%
Norges Bank investment account in the custody of Citibank (Taiwan) Limited 1.10%
Chunghwa Post Co., Ltd. 0.95%
UPC Technology Corp. Lien Hwa Industrial Holdings Corp. 31.05%
Synnex Technology International Corp. 5.04%
Mei-An Investment Corp. 1.80%
Yih Yuan Investment Corp. 1.57%
Liberty Stationery Corp. 1.51%
Tsu Fung Investment Co., Ltd. 1.28%
MiTAC International Corp. 1.18%
Tong Da Investment Corporation 1.06%
Yi Feng Investment Corp. 0.96%
JPMorgan Chase Bank N.A. Taipei Branch in Custody for Vanguard Total International Stock Index Fund, a series
of Vanguard Star Funds 0.66%
Mix System Holdings Ltd. MiTAC Inc. 100%

Disclosure of the Professional Qualifications of Directors and Independence of Directors

Qualifications
Name
Professional qualifications and
experience
Independence (Note 1) Number of other
public companies
concurrently in which
the director also
serves as an
independent director
Miau, Matthew
Feng Chiang
Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Well-versed in IT channel layout,
global production, corporate
operations, joint ventures and
strategic alliances, venture capital
and other management capabilities.
Compliance of independence: (6)(8)(9)(11)
Non-compliance of independence:
(1)Manager of the Company.
(2)Chairman of the Company.
(3)A natural-person shareholder who holds an aggregate amount of 1% or more of the total number
of issued shares of the Company or ranks as one of its top ten shareholders.
(4)A manager referred to in paragraph 1 above; no spouse, relative within the second degree of
kinship, or lineal relative within the third degree of kinship, of any of the persons listed in
Paragraph 2 above.
(5)Chairman or employee of corporate shareholders who directly holds more than 5% of the total
issued shares of the Company, in the top five for shareholdings, or appointed a representative as
a director or supervisor of the Company in accordance with Paragraph 1 or 2, Article 27 of the
Company Act.
(7)The chairman, president or equivalent position of the Company and other company are the same
person or spouse thereof, or a director or employee of the other company.
(10)Father and son with Director Miau, Scott Matthew.
(12)A governmental, juridical person, or its representative as defined under Article 27 of the
Company Act.
1
Tu, Shu-Wu Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Well-versed in IT channel layout,
global production, corporate
operations, joint ventures and
strategic alliances, venture capital
and other management capabilities.
Compliance of independence: (6)(8)(9)(11)(12)
Non-compliance of independence:
(1)Manager of the Company.
(2)A director of the Company or affiliates.
(3)A natural-person shareholder who holds an aggregate amount of 1% or more of the total number
of issued shares of the Company or ranks as one of its top ten shareholders.
(4)A manager referred to in paragraph 1 above; a spouse, relative within the second degree of
kinship, or lineal relative within the third degree of kinship, of any of the persons listed in
Paragraphs 2 or 3 above.
(5)A supervisor who directly holds 5% or more of the Company's shares, is one of the top five
shareholders or, in accordance with Article 27, Paragraph 1 or 2 of the Company Act, a
corporate shareholder who designates a representative to serve as a director or supervisor of the
Company.
(7)The chairman, president or equivalent position of the Company and other company are the same
person or spouse thereof, or a director or employee of the other company.
(10) Brothers with Director Tu, Shu-Chyuan.
0
Yang, Hsiang-Yun Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Compliance of independence: (1)(2)(3)(4)(6)(7)(8)(9)(10)(11)
Non-compliance of independence:
(5)A supervisor who directly holds 5% or more of the Company's shares, is one of the top five
shareholders or, in accordance with Article 27, Paragraph 1 or 2 of the Company Act, a
corporate shareholder who designates a representative to serve as a director or supervisor of the
Company.
(12)A governmental, juridical person, or its representative as defined under Article 27 of the
Company Act.
0
Chou, Teh-Chien Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Compliance of independence: (1)~(11)
Non-compliance of independence:
(12)A governmental, juridical person, or its representative as defined under Article 27 of the
Company Act.
0
Tu, Shu-Chyuan Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Well-versed in IT channel layout,
global production, corporate
operations, joint ventures and
strategic alliances, venture capital
and other management capabilities.
Compliance of independence: (3)(5)(6)(8)(9)(11)
Non-compliance of independence:
(1)Manager of the Company.
(2)A director of the Company or affiliates.
(4)A manager referred to in paragraph 1 above
(7)The chairman, president or equivalent position of the Company and other company are the same
person or spouse thereof, or a director or employee of the other company.
(10)Brothers with Director Tu, Shu-Wu.
(12)A governmental, juridical person, or its representative as defined under Article 27 of the
Company Act.
1
Miau, Scott
Matthew
Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Compliance of independence: (1)(2)(3)(5)(6)(8)(9)(11)
Non-compliance of independence:
(4)A spouse, relative within the second degree of kinship, or lineal relative within the third degree
of kinship, of any of the persons listed in Paragraph 3 above.
(7)The chairman, president or equivalent position of the Company and other company are the same
person or spouse thereof, or a director or employee of the other company.
(10)Father and son with Chairman Miau, Matthew Feng Chiang.
(12)A governmental, juridical person, or its representative as defined under Article 27 of the
Company Act.
0
Qualifications
Name
Professional qualifications and
experience
Independence (Note 1) Number of other
public companies
concurrently in which
the director also
serves as an
independent director
Hsuan, Chien
Shen
Possesses professional qualifications
as a lecturer or higher position in a
Department of Commerce, Law,
Finance, Accounting, or other
academic department related to the
business needs of the Company in a
public or private junior college,
college or university.
Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Compliance of independence: (1)~(12)
In accordance with the requirements of the Listing Rules, the Company has obtained written
statements from each of the independent directors to confirm the independence from the Company
of each independent director and the spouse and relatives within the second degree of kinship (or in
the name of others) thereof.
0
Shen, Ling-Long Possesses professional qualifications
as a lecturer or higher position in a
Department of Risk Management
and Insurance or other academic
department in a public or private
junior college, college or university.
Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Compliance of independence: (1)~(12)
In accordance with the requirements of the Listing Rules, the Company has obtained written
statements from each of the independent directors to confirm the independence from the Company
of each independent director and the spouse and relatives within the second degree of kinship (or in
the name of others) thereof.
0
Chung, Hui-Min Possesses professional qualifications
as a lecturer or higher position in a
Department of Commerce, Law,
Finance, Accounting, or other
academic department related to the
business needs of the Company in a
public or private junior college,
college or university.
Has more than 5 years of work
experience and work experience in
the areas of commerce, law, finance,
or accounting, and areas otherwise
necessary for the business of the
Company.
Compliance of independence: (1)~(12)
In accordance with the requirements of the Listing Rules, the Company has obtained written
statements from each of the independent directors to confirm the independence from the Company
of each independent director himself/herself and the spouse and relatives within the second degree
of kinship (or in the name of others) thereof.
0

Note 1: Compliance of independence is as follows:

(1) Not an employee of the Company or any of its affiliates.

(2) Not a director or supervisor of the Company or any of its affiliates (except where the person is concurrently an independent director of the Company and its parent company, a subsidiary, or another subsidiary of the same parent company appointed pursuant to the Act or local regulations).

  • (3) Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate amount of 1% or more of the total number of issued shares of the Company or ranks as one of its top ten shareholders.
  • (4) Not a manager listed in (1) or a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship or closer to anyone listed in (2) or (3).
  • (5) Not a director, supervisor, or employee of an institutional shareholder who holds directly 5% or more of the Company's shares, is one of the top five shareholders, or is a representative appointed as director or supervisor of the Company pursuant to Paragraph 1 or 2, Article 27 of the Company Act (except where the person is concurrently an independent director of the Company and its parent company, a subsidiary, or another subsidiary of the same parent company appointed pursuant to the Act or local regulations).
  • (6) Not a director, supervisor, or employee of another company that has the same directors as the Company or is controlled by the same person that has more than half of the voting power in the Company (except where the person is concurrently an independent director of the Company or its parent company, a subsidiary, or another subsidiary of the same parent company appointed pursuant to the Act or local regulations).
  • (7) Not a director, supervisor, or employee of another company or institution that has the same chairman, president, or person with the equivalent rank as the Company, or a spouse in one of these roles (except where the person is concurrently an independent director of the Company and its parent company, a subsidiary, or another subsidiary of the same parent company appointed pursuant to the Act or local regulations).
  • (8) Not a director, supervisor, manager, or shareholder holding 5% or more of the shares of a specific company or institution that has a financial or business relationship with the Company (except where that specific company or institution holds 20% or more but no more than 50% of the Company's shares and is concurrently an independent director of the Company and its parent company, a subsidiary, or another subsidiary of the same parent company appointed pursuant to the Act or local regulations).
  • (9) Not a professional who provides audit or received no more than NT\$500,000 in cumulative compensation in the last two years for commercial, legal, financial, or accounting services to the Company or its affiliates, nor an owner, partner, director, supervisor, or manager of a sole proprietorship, partnership, company, or organization that provides such services to the Company or its affiliates; or the spouse of any of the above. However, exception applies to members of a remuneration committee, a take-over bid review committee, or a special committee for merger and acquisition exercising their authority pursuant to provisions of the Securities and Exchange Act or the Business Mergers and Acquisitions Act.
  • (10) Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.
  • (11) Not been a person of any conditions defined in Article 30 of the Company Act.
  • (12) Not a governmental, juridical person, or its representative as defined under Article 27 of the Company Act.

Diversity and Independence of the Board

I. Diversity of Members of the Board:

The diversity policy for members of the Board of Directors is established in Article 20 of the Company's Corporate Governance Best Practice Principles:

    1. The Company's Board of Directors shall direct company strategies, supervise the management, and be responsible to the Company and the shareholders' meeting. The various procedures and arrangements of the corporate governance system shall ensure that, in exercising its authority, the Board of Directors complies with laws, regulations, the Articles of Incorporation, and the resolutions adopted by shareholders' meetings.
    1. The organization of the Company's Board of Directors shall be commensurate with the Company's size and shareholding structure and be based on business needs. The appropriate number of directors has been determined to be seven or more.
    1. The composition of the Board of Directors shall be determined by taking diversity into consideration, except for the number of directors who are also managers of the Company shall not exceed one-third of the Board of Directors, and formulating an appropriate policy on diversity based on business operations, operating dynamics, and development needs. It is advisable that the policy include, without being limited to, the following two general standards:
  • (1) Basic requirements and values: Gender, age, nationality, and culture.

(2) Professional knowledge and expertise: A professional background (e.g., law, accounting, industry, finance, marketing, or technology), professional skills, and industry experience.

    1. The members of the Board of Directors shall be balanced between the genders and they shall possess the knowledge, skills, and experience necessary for performing their duties. To achieve the ideal goal of corporate governance, the Board of Directors shall possess the following abilities:
  • (1) Operational judgment.
  • (2) Ability to perform accounting and financial analysis.
  • (3) Management ability.
  • (4) Crisis management.
  • (5) Industrial knowledge.
  • (6) An international market perspective.
  • (7) Leadership ability.
  • (8) Decision-making ability.

A diverse Board of Directors with various opinions and insights will improve the quality of decisions and benefit the Company's shareholders and other stakeholders.

The Board of Directors and management attach importance to inclusiveness and diversity to support the Company's values.

II. Diversity management goals and achievement status:

    1. The Company focuses on operational judgment, operational management, and crisis management capabilities. More than half of the directors should have the relevant core capabilities: Operational judgment: 9/9 (100%), Management ability: 8/9 (88.89%) and crisis management 9/9 (100%).
    1. More than half of the independent directors cannot be re-elected more than 3 terms in order to maintain independence: Proportion of independent directors: 3/9(33.33%); one member whose term of office is less than one term, none of which has served more than three terms.
    1. More than half of the directors are not concurrently employees or managers for the purpose of supervision: Proportion of directors of the Company with employee status: 3/9 (33.33%).
    1. Members of the board of directors have rich experience and expertise in the fields of finance, business, and management. Implementation is as follows:
Core
parameter
Length of the terms
of service of
independent
directors
Industrial knowledge
Title Name Gender Age Nationality Professional
background
Concurrently an
employee
Few
er th
an th
ree y
ears
Thre
e to
nine
year
s
Mor
e tha
n nin
e yea
rs
Operational
judgment
Ability to
perform
accounting
and
financial
analysis
Management
ability
Crisis
management
Tech
nolo
gy
Fina
nce
Tele
comm
unic
ation
s
Vent
ure c
apita
l
An
international
market
perspective
Leadership
ability
Decision
-making
ability
Number of
other public
companies
concurrently
in which the
director also
serves as an
independent
director
Chairman Miau,
Matthew
Feng Chiang
Male 70-79 USA Industry V V V V V V V V V V 1
Director Tu,
Shu-Wu
Male 70-79 ROC Industry V V V V V V V V V V 0
Director Yang,
Hsiang-Yun Female
60-69 ROC Industry V V V V V V V 0
Director Chou, Teh
Chien
Male 60-69 ROC Industry V V V V V V V 0
Director Tu, Shu
Chyuan
Male 60-69 ROC Industry V V V V V V V V V V 1
Director Miau, Scott
Matthew
Male 50-59 ROC Industry V V V V V V V V V 0
Independent
Director
Hsuan,
Chien-Shen
Male 80-89 ROC Industry V V V V V V V V V 0
Independent
Director
Shen, Ling
Long
Male 70-79 ROC Finance and
accounting
V V V V V V V V V V 0
Independent
Director
Chung, Hui
Min
Male 60-69 ROC Commerce and
finance
V V V V V V V V V 0
  1. Currently, the proportion of directors of either gender on the Company's Board of Directors is less than one-third, mainly because the list of female director candidates is relatively limited. To promote a gender-balanced strategy, the Company is already actively seeking for more female directors to join us. In addition, during all subsequent director selection process, the Company will give priority to gender diversity and establish an annual review mechanism to ensure the gradual achievement of gender diversity goals.

III.Independence of the Board:

The Company's Board of Directors has 9 members, including 3 independent directors (accounting for 30% of all directors). None of the directors are spouses, and no more than half of the directors are relatives within the second degree of kinship to any other director of the Company. No conditions stipulated in Article 26-3, Paragraph 3 and Paragraph 4 of the Securities and Exchange Act.

To ensure the independence of the functions of the Board of Directors, pursuant to "Rules of Procedure for Board of Directors Meetings", a director may offer his opinion and answer related questions but is prohibited from participating in discussion of or voting on any proposal of a Board of Director meeting where the director or any institution that the Director represents is an interested party, and such participation is likely to prejudice the interests of the Company; neither shall a Director vote on such proposal as proxy for any other director in such circumstances.

The Company's Board of Directors directs company strategies, supervises the management, and are responsible to the Company and the shareholders. The Board of Directors shall comply with laws, regulations, and the Articles of Incorporation, and the resolutions adopted by shareholders' meetings in all procedures and arrangements of the corporate governance system. The Company's Board of Directors emphasizes the functions of independent operation and transparency. Directors and independent directors are all independent individuals and exercise their powers independently. The three independent directors also comply with relevant laws and regulations, coordinate with the powers of the Audit Committee, review the management and control of the Company's existing or potential risks, etc., so as to ensure the effective implementation of the Company's internal controls, the selection (removal) and independence of CPAs, as well as the appropriate preparation of financial statements. In addition, in accordance with the Company's Rules for Election of Directors, a candidate nomination system is adopted for the selection of directors and independent directors, and shareholders are encouraged to participate. Shareholders holding more than a certain number of shares can submit a list of candidates, and the qualifications of the candidates will be reviewed to confirm whether there are any violations of the circumstances listed in Article 30 of the Company Act. Relevant candidate acceptance procedures are carried out and announced in accordance with the law to protect the rights and interests of shareholders and to avoid monopolization or deluging of nomination rights so as to maintain independence.

(II) Information on the General Managers, Vice-General Managers, Assistant General Managers, and Department and Branch Directors

2025.03.31

Unit: Shares/%
Title
Name
Gender Nationality Date of
appointment
Shareholding
(Note 2)
Shares held by
spouse and
underage
children
(Note 2)
Main experience (education) Current positions in other
companies
second degree Managerial officer who is a
spouse or a relative within
(Note 1) Shares % Shares % Title Name Relation
-ship
President
Tu, Shu
Wu
Male ROC 1988.9.12 36,156,381 2.17 1,587,245 0.10 Honorary Doctoral Degree, National
Chiao Tung University
ITRI Laureate
B.S., Department of Electrical and
Control Engineering, National Chiao
Tung University
General Manager, Micro Electronics
Corp.
Vice-President, MiTAC Inc.
Adjunct Professor, National Chiao Tung
University
Chairman, Seper
Technology Corp.
Director, Bestcom Infotech
Corp.
Chairman, E-Fan
Investments Corp.
Director, Synergy
Intelligent Logistics Corp.
Director, Synergy
Intelligent Technology Co.,
Ltd.
Supervisor, MiTAC
Information Technology
Corp.
Supervisor, MiTAC Inc.
Director, Tunghai
University
Director, Synnex (Thailand)
Public Company Ltd.
Commissioner, PT. Synnex
Metrodata Indonesia
Vice
President
Tu,
Shu
Chyuan
Brother
CEO
Ong, Kee
Hoon
Male ROC 2023.9.1 - - 458,330 0.03 B.S., Department of Information
Engineering, National Chiao Tung
University
Software R&D Engineer, MiTAC
Holdings Corporation
Product Manager, MiTAC Europe
Head of Product Planning, Synnex
Australia
President, Synnex Australia and Synnex
New Zealand
Senior Vice President of the Quality
Management Office, Synnex HQ
- None None None
Vice
President
Tu, Shu
Chyuan
Male ROC 2022.3.10 - - - - Master of Computer Engineering from
California State University
B.S., Department of Computer
Engineering, National Chiao Tung
University
President, Planning Department of
Synnex Technology International Corp.
Chairman, Bestcom
Infotech Corp.
Chairman, Bizwave Tech
Co., Ltd.
Chairman, Synergy
Intelligent Technology Co.,
Ltd.
Director, Inforcom
Technology Inc.
Director, Asgard System,
Inc.
Director, Jetwell Computer
Co., Ltd.
Independent Director,
Nuvoton Technology Corp.
Director, Digitimes Inc.
Director, Seper Technology
Corp.
Director, Synnex (Thailand)
Public Company Ltd.
Director, Redington Ltd.
Director, Synnex FPT Joint
Stock Company Ltd.
Commissioner, PT. Synnex
Metrodata Indonesia
President Tu,
Shu
Wu
Brother
Vice
President
Lee,
Chien
Tsung
Male ROC 2011.12.26 - - - - Bachelor of Electrical Engineering,
National United University
- None None None
Vice
President
Hsuse,
Lien-Jen
Male ROC 2011.12.26 100,787 0.01 - - Manager, Micro Electronics Corp.
B.S., Industrial Management
Department, National Taiwan University
of Science and Technology
- None None None
Vice
President
Su, Chih
Ching
Male ROC 2019.5.10 3,150 0.00 - - Bachelor of Law, National Chengchi
University
Director, Seper Technology
Corp.
Director, E-Fan Investments
Corp.
Director, Synergy
Intelligent Logistics Corp.
Supervisor, Bestcom
Infotech Corp.
Supervisor, Bizwave Tech
Co., Ltd.
Director, Synnex (Thailand)
Public Company Ltd.
None None None

2025.03.31

Unit: Shares/%
Title
Name
Gender Nationality Date of
appointment
(Note 1)
Shareholding
(Note 2)
Shares held by
spouse and
underage
children
(Note 2)
Main experience (education) Current positions in other
companies
second degree Managerial officer who is a
spouse or a relative within
Shares % Shares % Title Name Relation
-ship
Overseas
Operation
CEO
Miau,
Matthew
Feng
Chiang
Male USA 2005.4.1 28,452,004 1.71 - - Honorary Doctorate, National Chiao
Tung University
MBA, Santa Clara University (USA)
B.S., Electrical Engineering, the
University of California at Berkeley
(USA)
ITRI Laureate
General Manger, UPC Technology
Corp.
General Manger, Lien Hwa Industrial
Co., Ltd.
Chairman, Synnex Corp. US
Director, TD SYNNEX Corporation
Independent Director, Galileo
Independent Director, BOC
Independent Director, The Linde Group
Corporate Consultant, APEC
Representative, ABAC
Convener, NICI civil advisory
committee
Chairman, Chinese National Federation
of Industries
Chairman, Lien Hwa
Industrial Corp.
Chairman, UPC Technology
Corp.
Chairman, MiTAC
Holdings Corp.
Chairman, MiTAC Inc.
Director, Getac Holdings
Corporation
Independent Director,
Cathay Financial Holdings
Director, CTCI Foundation
None None None
Senior
Director
of
Finance
Lin, Tai
Yang
Male ROC 2020.7.1 - - - - B.S., Department of Accounting and
Statistics, National Chengchi University
Manager of PwC Taiwan
Director, E-Fan Investments
Corp.
Director, Bestcom Infotech
Corp.
Director, Bizwave Tech
Co., Ltd.
Supervisor, Seper
Technology Corp.
Supervisor, Synergy
Intelligent Logistics Corp.
Supervisor, Synergy
Intelligent Technology Co.,
Ltd.
Director, Synnex (Thailand)
Public Company Ltd.
None None None

Note 1: Start date indicates the date on board; no indication will be made if the title changed during the period. Note 2: All shares are registered under stockholder's own name.

(III) Remuneration of directors and managers and employees' bonuses

Remuneration policy

The Company's policies, standards and combinations of remuneration for directors, presidents and vice presidents, the procedures for determining remuneration and its correlation with operating performance and future risks:

  • I. Remuneration policy, standard, and package:
    1. The remuneration of the Company's directors is handled in accordance with Articles 23 and 38 of the Articles of Incorporation, and remunerations shall be determined by the board of directors and based on the general standards of the industry. In case the Company makes a profit, the Company's net income before tax before deducting remuneration to employees and directors and after making up for losses should be applied to pay remuneration to directors for an amount not more than 1% of the balance.

The evaluation indicators according to the "Performance Evaluation of the Board of Directors" include: (1) Familiarity with the goals and missions of the Company, (2) understanding of a director's duties; (3) level of involvement in the Company's operations; (4) internal relations management and communication, (5) professionalism and continuing education of a director, and (6) internal control.

  1. The Company's managers' remuneration is based on comprehensive evaluation results such as industry salary levels, personal qualifications, leadership and management capabilities, implementation of corporate business philosophy, and relevant operating performance indicators, and reasonable remuneration is given. According to Article 38 of the Company's Articles of Incorporation, if the Company was profitable during the year, no more than 10% of the profit, and no less than 0.01% may be allocated as remuneration for employees.

Evaluation criteria of the manager operational performance include financial performance indicators (profit achievement, growth and innovation, etc.), operational management indicators (talent cultivation, pioneering planning, etc.), and then takes into account the Company's overall profitability, goal achievement rate, operating efficiency, and level of contribution and more. In addition, risk management, legal compliance and ESG sustainable development strategies, as well as other special deeds and contributions, are also included in the evaluation.

II. Procedure for determining remuneration:

To regularly evaluate the remuneration of directors and managers, the Company has established a Remuneration Committee to assist the Board of Directors in formulating the remuneration of the Company's directors and managers and the Company's remuneration policies. Relevant performance evaluations, reasonableness of remuneration, and actual remuneration distribution for directors and managers are all executed after recommendations are made by the Remuneration Committee and approved by the Board of Directors.

  • III. Correlation with business performance and future risks:
    1. The review of payment standards and systems related to the Company's remuneration policy takes the Company's overall operating conditions as the main consideration, and determines payment standards based on status of goal achievement and levels of contribution. At the same time, we refer to the industry's compensation standards and conduct regular competitive analysis to ensure that the compensation level of our management is in line with or better than the average level of the industry, so as to attract and retain outstanding management talents and enhance cohesion.
    1. The performance goals of the Company's managers are integrated with "risk management" to ensure that potential risks within the scope of their responsibility can be managed and prevented. Important decisions of the management level are made after balancing various risk factors. The performance of relevant decisions is reflected in the Company's profitability, and the remuneration of the management level is also correlated with the performance of risk management.
    1. In order to balance the Company's sustainable operation and risk control, the Company will review the director and managers' remuneration system in a timely manner based on changes in the overall environment and relevant laws and regulations. In addition, we have also purchased liability insurance for directors and managers to mitigate the unknown risks borne by the Company.

Remuneration of directors

Unit: %/in NT\$ thousand Title Name Director's remuneration (Note 1) Total remuneration (A+B+C+D) and its ratio to net income in individual financial reports Pay received as an employee (Note 1) Total remuneration (A+B+C+D+E+F+G) and its ratio to net income in individual financial reports Remuneration from investments other than subsidiaries or the parent company (Note 1) Remuneration (A) Severance payment and pension (B) Director's remuneration (C) (Note 8) Fees for conducting business (D) Salary, bonuses and allowances (E) Severance payment and pension (F) (Note 9) Remuneration for employees (G) (Note 8) Cash dividends Share dividends Director Chairman Miau, Matthew Feng Chiang - - 7,200 616 7,816 0.08% 80,229 3,069 - - 91,114 0.99% None Director Tu, Shu-Wu Director Chou, Teh-Chien (Note 2) Director Yang, Hsiang-Yun (Note 3) Director Tu, Shu-Chyuan (Note 4) Director Miau, Scott Matthew (Note 5) Independent Director Independent Director Yeh, Kuangshih (Note 6) - - 3,600 1,489 5,089 0.06% - - - - 5,089 0.06% None Independent Director Hsuan, Chien-Shen Independent Director Shen, Ling-Long Independent Director Chung, Hui-Min (Note 7)

Note 1: The Company's remuneration paid to directors and relevant remuneration received by directors who are also employees is consistent with the companies in the financial report. Note 2: Is the representative of MiTAC Inc.

Note 3: Representative of Tsu Fung Investment Co., Ltd.

Note 4: Representative of Hong Ding Investments Corp.

Note 5: Representative of Y.S. Education Foundation.

Note 6: Term expires on May 31, 2024. Note 7: Newly appointed as of May 31, 2024.

Note 8: This is the estimated amount of the proposed earnings distribution for the most recent year approved by the Board of Directors before the shareholders' meeting.

Note 9: Proposed appropriation, not actually paid.

Name of Director
Remuneration scale applicable to the Company's
directors
Total amount for the 4 preceding remunerations
(A+B+C+D)
Total amount for the 7 preceding remunerations
(A+B+C+D+E+F+G)
The Company All companies included in the
financial report
The Company All companies included in the
financial report
Below NT\$1,000,000 - - - -
NT\$1,000,000 (inclusive) to NT\$2,000,000 Miau, Matthew Feng Chiang,
Tu, Shu-Wu,
Chou, Teh-Chien (Note 1),
Yang, Hsiang-Yun (Note 2),
Tu, Shu-Chyuan (Note 3),
Miau, Scott Matthew (Note 4),
Yeh, Kuang-Shih (Note 5),
Hsuan, Chien-Shen,
Shen, Ling-Long,
Chung, Hui-Min (Note 6)
Miau, Matthew Feng Chiang,
Tu, Shu-Wu,
Chou, Teh-Chien (Note 1),
Yang, Hsiang-Yun (Note 2),
Tu, Shu-Chyuan (Note 3),
Miau, Scott Matthew (Note 4),
Yeh, Kuang-Shih (Note 5),
Hsuan, Chien-Shen,
Shen, Ling-Long,
Chung, Hui-Min (Note 6)
Chou, Teh-Chien (Note 1),
Yang, Hsiang-Yun (Note 2),
Miau, Scott Matthew (Note 4),
Yeh, Kuang-Shih (Note 5),
Hsuan, Chien-Shen,
Shen, Ling-Long,
Chung, Hui-Min (Note 6)
Chou, Teh-Chien (Note 1),
Yang, Hsiang-Yun (Note 2),
Miau, Scott Matthew (Note 4),
Yeh, Kuang-Shih (Note 5),
Hsuan, Chien-Shen,
Shen, Ling-Long,
Chung, Hui-Min (Note 6)
NT\$2,000,000 (inclusive) to NT\$3,500,000 - - - -
NT\$3,500,000 (inclusive) to NT\$5,000,000 - - - -
NT\$5,000,000 (inclusive) to NT\$10,000,000 - - Tu, Shu-Chyuan (Note 3) Tu, Shu-Chyuan (Note 3)
NT\$10,000,000 (inclusive) to NT\$15,000,000 - - - -
NT\$15,000,000 (inclusive) to NT\$30,000,000 - - Miau, Matthew Feng Chiang Miau, Matthew Feng Chiang
NT\$30,000,000 (inclusive) to NT\$50,000,000 - - Tu, Shu-Wu Tu, Shu-Wu
NT\$50,000,000 (inclusive) to NT\$100,000,000 - - - -
Greater than NT\$100,000,000 - - - -
Total 10 10 10 10

Note 1: Is the representative of MiTAC Inc.

Note 2: Representative of Tsu Fung Investment Co., Ltd.

Note 3: Representative of Hong Ding Investments Corp.

Note 4: Representative of Y.S. Education Foundation.

Note 5: Term expires on May 31, 2024.

Note 6: Newly appointed as of May 31, 2024.

2024

Remunerations to president and vice-president

2024 Unit: %/in NT\$ thousand

Severance payment and Employee remuneration (D)
(Note 2)
Total remuneration
(A+B+C+D) and its
Salary (A) pension (B) Bonuses and All companies ratio to net income in Remuneration
(Note 3) allowances (C) The Company included in the individual financial from
financial report reports investments
Title Name The
Company
All
companies
included in
the
financial
report
The
Company
All
companies
included
in the
financial
report
The
Company
All
companies
included in
the
financial
report
Cash
dividends
Share
dividends
Cash
dividends
Share
dividends
The
Company
All
companies
included
in the
financial
report
other than
subsidiaries
or the parent
company
President Tu, Shu-Wu
(Note 1)
CEO Ong, Kee
Hoon
Vice
President
Tu, Shu
Chyuan
Vice
President
Lee, Chien
Tsung
Vice Hsuse, 138,066 138,066
President Lien-Jen 132,980 132,980 5,086 5,086 - - - - - - 1.50% 1.50% -
Vice Su, Chih
President Ching
Overseas Miau,
Operation Matthew
CEO Feng
Chiang
Senior
Director of
Finance
Lin, Tai
Yang

Note 1: The cost of transportation vehicles is NT\$9,870 thousand with a book value of NT\$5,227 thousand.

Note 2: This is the estimated amount of the proposed earnings distribution for the most recent year approved by the Board of Directors before the shareholders' meeting. Note 3: Proposed appropriation, not actually paid.

Range of remuneration paid to the Presidents and Name of Presidents and Vice-Presidents
Vice-Presidents The Company All companies included in the financial report
Below NT\$1,000,000 - -
NT\$1,000,000 (inclusive) to NT\$2,000,000 - -
NT\$2,000,000 (inclusive) to NT\$3,500,000 - -
NT\$3,500,000 (inclusive) to NT\$5,000,000 - -
NT\$5,000,000 (inclusive) to NT\$10,000,000 Tu, Shu-Chyuan, Lee, Chien-Tsung,
Su, Chih-Ching, Lin, Tai-Yang
Tu, Shu-Chyuan, Lee, Chien-Tsung,
Su, Chih-Ching, Lin, Tai-Yang
NT\$10,000,000 (inclusive) to NT\$15,000,000 Hsuse, Lien-Jen Hsuse, Lien-Jen
NT\$15,000,000 (inclusive) to NT\$30,000,000 Miau, Matthew Feng Chiang, Ong, Kee Hoon Miau, Matthew Feng Chiang, Ong, Kee Hoon
NT\$30,000,000 (inclusive) to NT\$50,000,000 Tu, Shu-Wu Tu, Shu-Wu
NT\$50,000,000 (inclusive) to NT\$100,000,000 - -
Greater than NT\$100,000,000 - -
Total 8 8

Manager's name and the distribution of employee bonus

2024
Unit: %/in NT\$ thousand
Title Name Share dividends Cash dividends Total Ratio of total to net income (%)
President Tu, Shu-Wu
CEO Ong, Kee Hoon
Vice-President Tu, Shu-Chyuan
Vice-President Lee, Chien-Tsung
Manager Vice-President Hsuse, Lien-Jen - - - -
Vice-President Su, Chih-Ching
Overseas Operation
CEO
Miau, Matthew Feng
Chiang
Senior Director of
Finance
Lin, Tai-Yang

Ratio of total remuneration to net income of the Company's directors, general managers, and vice-presidents in recent two years

Unit: NT\$ thousand
2024
The Company All companies
included in the
financial report
The Company All companies
included in the
financial report
The Company All companies
included in the
financial report
The Company All companies
included in the
financial report
11,036 11,036 12,905 12,905 0.15% 0.15% 0.14% 0.14%
119,221 125,332 132,980 132,980 1.63% 1.72% 1.44% 1.44%
2023 Total remuneration amount 2024 2023 Ratio to net income in individual financial reports

II. Implementation of corporate governance

(I) Board of Directors operating status

From January 1, 2024 to May 31, 2024, before the full re-election at the Shareholders' Meeting, the Board of Directors met 2 times (A); From May 31, 2024 to December 31, 2024, the Board of Directors met 4 times (A). The attendance of Directors was as follows:

Title Name Attendance
(voting and
non-voting)
in person (B)
Attendance
by proxy
Actual attendance
(voting and non
voting) rate (%)
(B/A)
Remarks
Chairman Representative of Mei-Feng Investment Corporation:
Miau, Matthew Feng Chiang
6 0 100.00% Re-appointed on 2024.05.31
Required attendance: 6 times
Director Tu, Shu-Wu 6 0 100.00% Re-appointed on 2024.05.31
Required attendance: 6 times
Director Representative of MiTAC Inc.: Chou, Teh-Chien 5 1 83.33% Re-appointed on 2024.05.31
Required attendance: 6 times
Director Representative of Tsu Fung Investment Co., Ltd.:
Yang, Hsiang-Yun
4 0 100.00% Newly appointed on 2024.05.31
Required attendance: 4 times
Director Representative of Hongding Investment Co., Ltd.: Tu,
Shu-Chyuan
5 1 83.33% Re-appointed on 2024.05.31
Required attendance: 6 times
Director Representative of Y.S. Education Foundation:
Miau, Scott Matthew
4 0 100.00% Newly appointed on 2024.05.31
Required attendance: 4 times
Independent Director Yeh, Kuang-shih 2 0 100.00% Resigned on 2024.05.31
Independent Director Hsuan, Chien-Shen 5 1 83.33% Re-appointed on 2024.05.31
Independent Director Shen, Ling-Long 6 0 100.00% Re-appointed on 2024.05.31
Independent Director Chung, Hui-Min 4 0 100.00% Newly appointed on 2024.05.31
Required attendance: 4 times
Required attendance: 2 times
Required attendance: 6 times
Required attendance: 6 times

Attendance of the independent directors for the 6th term of Board of Directors meeting in 2024:

Name 1st 2nd 3rd 4th 5th 6th
Yeh, Kuang-shih Attendance in person Attendance in person - - - -
Hsuan, Chien-Shen Attendance by proxy Attendance in person Attendance in person Attendance in person Attendance in person Attendance in person
Shen, Ling-Long Attendance in person Attendance in person Attendance in person Attendance in person Attendance in person Attendance in person
Chung, Hui-Min - - Attendance in person Attendance in person Attendance in person Attendance in person

Other matters that require reporting:

I. (I) Matters listed in Article 14-3 of the Securities and Exchange Act: The Company has established an Audit Committee, and the provisions of Article 14-3 of the Securities and Exchange Act do not apply. For relevant information, please refer to "Operations of the Audit Committee" in this Annual Report.

  • (II) Other resolutions adopted by the Board of Directors to which an independent director has a dissenting or qualified opinion that is on record or stated in a written statement: None
  • II. When there are recusals of directors due to conflicts of interests, names of the directors, contents of resolutions, reasons of recusal, and voting participation should be stated:
Board Meeting
Date/Term
Name of director avoiding a
conflict of interest
Content of agenda item Reasons of avoidance of
interest
Voting situation
2024.11.04
6th meeting in 2024
Miau, Matthew Feng Chiang
Tu, Shu-Wu
Tu, Shu-Chyuan
2025 remuneration plan for
managers
Serve concurrently as
mangers
Approved as proposed by all directors
in attendance with voting rights.

III. The Company's implementation status of the Board of Directors self-evaluation:

cycle
Evaluation period
Scope of evaluation
Evaluation method
Evaluation content
Implemented
From May 31, 2024
1. The Board of
1. Self-evaluation
I.
Performance evaluation of the Board of Directors:
once a year
to December 31,
Directors
of the Board of
1. Degree of participation in company operations
2024
2. Individual
Directors
2. Improvement of the quality of Board decisions
(Note)
members of the
2. Self-evaluation
3. Composition and structure of the Board of Directors
Board
of the Board
4. Selection and continuous training of directors
3. Remuneration
members
5. Internal control
Committee
3. Self-evaluation
II. Performance evaluation of individual Board members:
4. Audit Committee
of functional
1. Control of the Company's goals and tasks
committee
2. Understanding of director's responsibilities
members
3. Degree of participation in company operations
4. Internal relationship management and communication
5. Professional and continuing education of directors
6. Internal control
III. Functional committees (Remuneration Committee, Audit Committee):
1. Degree of participation in company operations
2. Understanding of the roles and responsibilities of the functional
committee
3. Improvement of the quality of committee decisions
Evaluation
members
5. Internal control
Note: Directors of the Company were fully re-elected on May 31, 2024.
4. Composition of the functional committee and the selection of its
  • IV. Programs this year and in the most recent year for strengthening the functionality of the Board (for example, set up an auditing committee, improve transparency, etc.) and assessment of execution.
    1. The Board of Directors authorizes the establishment of the Audit Committee and the remuneration committee to assist the Board of Directors in performing their supervisory duties. The two committees consist entirely of three independent directors.
    1. The chairmen of the committees shall report their activities and resolutions to the Board of Directors on a regular basis.
    1. The Company has established the Rules of Procedures for Board of Directors Meetings in accordance with the Regulations Governing Procedure for Board of Directors Meetings of Public Companies and would post information on the attendance by directors on the Market Observation Post System after each Board meeting, and disclose important resolutions adopted by Board meetings on the Company's website.
    1. The Company attaches great importance to corporate governance. Since 2015, the election of supervisors has been changed to candidate nomination. In June of the same year, the Audit Committee was set up to replace the supervisors. Relevant important proposals are first reported to the Audit Committee for review.
    1. Liability insurance for directors and key persons: Since 1999, the Company has purchased liability insurance for our directors, supervisors and key persons, and reviews the contents of the policy annually to confirm that the insurance compensation amount and coverage meet the requirements.
    1. To implement corporate governance and enhance the functions of the Board of Directors in order to establish performance targets and strengthen their operational efficiency, the Company established the Board of Directors' performance evaluation method on November 8, 2019. Internal performance evaluations will be implemented once a year and reported to the Board of Directors before the end of the first quarter of the following year.
    1. In the coming years, we will actively cooperate with the requirements of various laws and regulations and corporate governance, and strengthen the required functions of the Board of Directors as necessary.

(II) State of Operations of the Audit Committee

From January 1, 2024 to May 31, 2024, at the full re-election at the Shareholders' Meeting, the Audit Committee met 2 times (A); From May 31, 2024 to December 31, 2024, the Audit Committee met 2 times (A). The attendance of independent directors was as follows:

Title Name Attendance (voting and
non-voting) in person
(B)
Attendance by proxy Actual attendance
(voting and non-voting)
rate (%)
(B/A)
Remarks
Independent Director Yeh, Kuang-shih 2 0 100.00% 2024.05.31 dismissed
Required attendance: 2 times
Re-appointed on 2024.05.31
Independent Director Hsuan, Chien-Shen 3 1 75.00% Required attendance: 4 times
Re-appointed on 2024.05.31
Independent Director Shen, Ling-Long 4
0
100.00%
Required attendance: 4 times
Newly appointed on 2024.05.31
Independent Director Chung, Hui-Min 2 0 100.00% Required attendance: 2 times

Professional qualifications and experience of Audit Committee members:

  • I. The convener, independent director Chung, Hui-Min, has served in the following positions: Dean of the College of Management, Professor at the Department of Information Management and Finance, Dean of EMBA Program at National Yang Ming Chiao Tung University, Editor-in-Chief, Review of Securities and Futures Market, and Director at the Taiwan Futures Exchange Co., Ltd. He has expertise in finance and corporate governance. Independent Director Hsuan, Chien-Shen has an abundance of industry qualifications and expertise in multinational corporate management; Independent Director Shen, Ling-Long has served as the Director of the Department of Insurance, Ministry of Finance, Chairman of Mega Asset Management Corp., and Chairman of Taiwan Cooperative Financial Holding Co., Ltd. and Taiwan Cooperative Bank. Shen has expertise in insurance, finance, and corporate governance. All three members possess the professional competence required for the Committee.
  • II. Please refer to Pages 6-13 of the Annual Report.

Annual work focus and state of operations of the Audit Committee:

  • I. The Company selected three independent directors and established the Audit Committee at the shareholders' meeting on June 12, 2015.
  • II. The annual work focus of the Audit Committee is on assisting the Board of Directors in fulfilling their supervisory responsibilities in the Company's implementation of the quality and integrity of accounting, auditing, financial reporting processes, and financial controls. The matters considered by the Audit Committee mainly include: financial statements; audit and accounting policies and procedures; internal control systems and relevant policies and procedures; major assets or derivatives transactions; major fund loans and endorsements or guarantees; raising or issuing securities; derivative financial products and cash investments status; regulatory compliance; information security; corporate risk management; auditor qualifications, independence, and performance evaluation; auditor appointment, dismissal, or remuneration; appointment and dismissal of finance, accounting, or internal auditing managers, and status of performance of Audit Committee duties.
    1. Review financial report: The Board of Directors has prepared and submitted the 2023 business report, financial reports, and earnings distribution proposal. The Board of Directors have appointed PwC Taiwan to audit the financial statements and submit an audit report. The Audit Committee has reviewed the business report, the financial reports, and the earnings distribution proposal and did not find any instances of noncompliance.
    1. Evaluating the effectiveness of the Company's internal control: The Audit Committee believes that the Company's risk management and internal control systems are effective, and the Company has adopted the necessary control mechanisms to monitor and correct violations.
  • III. Should any of the following occur during the Audit Committee's operations, the date and number of the meeting, the content of proposal, independent director's opinions and the Company's response to such opinions should be recorded:
  • (I) Items specified in Article 14-5 of the Securities and Exchange Act:
Audit Committee
meeting date/term
Details of the meeting and subsequent developments
2024.03.13
11th session of 3rd
term
1. Declaration on Internal Control
2. Partial revision of the "Procedures for Derivatives Transactions"
3. Partial revision of the "Procedures for Related Party Transactions"
4. The Company's 2023 financial statements
5. 2023 Business Report
6. The Company's 2023 earnings distribution proposal
7. Proposal to evaluate the independence and competence of CPAs
Audit Committee's opinions: None
Actions taken by the Company in response to Audit Committee's
opinions: None
Resolution: Approved by all committee members in attendance,
and reported to the Board of Directors for discussion
2024.05.29
12th session of 3rd
term
1. The Company's consolidated financial report for Q1 2024 Audit Committee's opinions: None
Actions taken by the Company in response to Audit Committee's
opinions: None
Resolution: Approved by all committee members in attendance,
and reported to the Board of Directors for discussion
2024.08.08
1st session of the 4th
term
1. The Company's consolidated financial report for Q2 2024
2. Proposal to adjust the Company's bank credit limit
Audit Committee's opinions: None
Actions taken by the Company in response to Audit Committee's
opinions: None
Resolution: Approved by all committee members in attendance,
and reported to the Board of Directors for discussion
2024.11.04
2nd session of 4th
term
1. 2025 audit plan of the Company
2. Proposal to formulate the "Sustainable Information Management
Procedures" and "Sustainable Information Management Audit"
3. The Company's consolidated financial report for Q3 2024
4. The loan to Seper Technology Corp.
5. The loan to SYNNEX GLOBAL LTD.
Audit Committee's opinions: None
Actions taken by the Company in response to Audit Committee's
opinions: None
Resolution: Approved by all committee members in attendance,
and reported to the Board of Directors for discussion

(II) In addition to matters above, other resolutions that have not been approved by the Audit Committee but have been passed by a vote of two-thirds or more of the entire Board of Directors: None.

  • IV. The independent directors' avoidance of interest motion should indicate the names of the directors, content of the motion and reasons of avoidance of interest as well as the involvement in voting: None.
  • V. Communication between independent directors and internal auditors and accountants (including substantial matters regarding the financial and business conditions of the Company and the methods as well as results of the communication):
    1. Communication policy between independent directors and internal audit manager:

The Company's internal audit manager regularly submits audit reports to independent directors for review, and regularly attends the Audit Committee and the Board of Directors meeting every quarter to report on the auditing status, communicate audit results and improvement status of internal control deficiencies, and perform audit work in accordance with instructions to ensure the effectiveness of the internal control system. In case of special circumstances, internal audit manager will also immediately report to the members of the Audit Committee. In addition, the internal audit manager also maintains bilateral communications with the independent directors at all times by telephone and email. In addition to the Audit Committee, communication meetings with independent directors are also held from time to time in accordance with the needs of the Company or at the request of independent directors.

  1. Communication between independent directors and internal audit manager in 2024:
Implementation of recommendations
Date Main points of communication Results from independent directors:
2024.03.13
1st meeting of Audit Committee
in 2024
1. The internal auditor's report and
communication for 2023 Q4.
2. The results of self-evaluation on the internal
control system in 2023 and the Statement of
Internal Control System.
Agreed by all members of
the Audit Committee
present.
No objections at this meeting.
2024.05.09
2nd meeting of Audit Committee
in 2024
1. The internal auditor's report and
communication for 2024 Q1.
Agreed by all members of
the Audit Committee
present.
No objections at this meeting.
2024.05.09
2nd meeting of Audit Committee
in 2023
(Post-conference meeting,
private communication between
the independent directors and
internal audit manager)
1. Discussion on the establishment of
information and communication security
operations
Strengthen the review of
information and
communications security
operations.
Strengthen information security
management.
2024.06.07
Independent directors and
internal auditors
Discussions via email
correspondence from managers
1. Audit report operations and discussion on
review schedule
Agreed by independent
directors.
No objections during this discussion.
2024.07.04
Independent directors and
internal auditors
Communications during manager
meetings.
1. The chief auditor reports to the independent
directors on the operation and performance of
the audit organization
Strengthen ESG-related
operations.
Strengthen the provision of ESG
related information to independent
directors.
2024.08.08
3rd meeting of Audit Committee
in 2024
1. The internal auditor's report and
communication for 2024 Q2.
Agreed by all members of
the Audit Committee
present.
No objections at this meeting.
2024.11.04
4th meeting of Audit Committee
in 2024
1. The internal auditor's report and
communication for 2024 Q3.
2. 2025 audit plan
3. Formulate the "Sustainable Information
Management Procedures" and "Sustainable
Information Management Audit"
Agreed by all members of
the Audit Committee
present.
No objections at this meeting.
2024.11.19
Independent directors and
internal auditors
Communications with managers
over the phone
1. Discussion on contents of the financial reports
2. Discussion on computer-based auditing status
Independent directors
discussed the relevant
proposals with the CPAs
again.
Will once again discuss
implementation status of computer
based audit with CPAs.
  1. Communication policy between independent directors and CPAs:

The Company's certified public accountants (CPAs) report financial statement review or audit plans and results, internal control audits, the impact of the revision and release of IFRSs bulletins on the Company, and other relevant legal requirements to the Audit Committee and the Board of Directors (including independent directors). They also fully communicate whether there are any significant changes in accounting standards or laws that will have a significant impact on the Company.

  1. Summary of communication between the Audit Committee and the CPAs in 2024:
Date Main points of communication Results
2024.03.13
First meeting in 2024 Audit
Committee
1. Report on the review results of 2023 financial statement
2. Report on the CPAs' qualifications, performance,
independence and audit quality indicators
After the independent directors further inquired about the relevant
content and details of the report and received answers and
explanations from the CPAs, the independent directors had no other
opinions.
2024.08.08
Third meeting in 2024 Audit
Committee
1. Report on the review results of Q2 2024 financial report After the independent directors further inquired about the relevant
content and details of the report and received answers and
explanations from the CPAs, the independent directors had no other
opinions.
2024.11.19 1. Reported on audit plan for 2024 After the independent directors further inquired about the relevant
Private discussion between
CPAs and independent
directors
2. CPA discussed and communicated on issues raised by
meeting participants
content and details of the report and received answers and
explanations from the CPAs, the independent directors had no other
opinions.

(III) Operation of Remuneration Committee

Remuneration Committee

The Company has established the Remuneration Committee, which is comprised of three external persons who meet the professional qualifications and independence. The members shall convene at least twice a year in professional and objective positions and faithfully perform the following duties, and submit the recommendations to the Board for discussion:

  • (1) Establish and conduct regular review of the policies, systems, standards, and structures for performance appraisal and remuneration of the Company's directors and managers.
  • (2) Regularly review and establish renumeration of directors and managers.

Information on Remuneration Committee members

Identity Name Professional
qualifications and
experience
Independence Number of other public
companies in which the member
also serves as a member of their
Remuneration Committee
Independent Director
(Convener)
Re-appointed on 2024.5.31
Hsuan, Chien
Shen
Please refer to
Pages 5-13 of the
Annual Report.
In accordance with the requirements of the Listing Rules, the Company has obtained
written statements from each of the independent directors to confirm the independence
from the Company of each independent director and the spouse and relatives within the
second degree of kinship (or in the name of others) thereof.
0
Independent Director
(Committee member)
2024.5.31 dismissed
Yeh, Kuang
shih
In accordance with the requirements of the Listing Rules, the Company has obtained
written statements from each of the independent directors to confirm the independence
from the Company of each independent director and the relatives within the second
degree of kinship (or in the name of others) thereof.
0
Independent Director
(Committee member)
Re-appointed on 2024.5.31
Shen, Ling
Long
In accordance with the requirements of the Listing Rules, the Company has obtained
written statements from each of the independent directors to confirm the independence
from the Company of each independent director and the spouse and relatives within the
second degree of kinship (or in the name of others) thereof.
0
Independent Director
(Committee member)
Newly appointed on
2024.05.31
Chung, Hui
Min
In accordance with the requirements of the Listing Rules, the Company has obtained
written statements from each of the independent directors to confirm the independence
from the Company of each independent director and the spouse and relatives within the
second degree of kinship (or in the name of others) thereof.
0

Operation of Remuneration Committee

  • I. Company's Remuneration Committee is comprised of three persons.
  • II. From January 1, 2024 to May 31, 2024, the Remuneration Committee met 1 time before the reappointment of the Board of Directors (A); From May 31, 2024 to December 31, 2024, the Compensation Committee and Audit Committee met 1 time (A). The attendance of Committee members was as follows:
Title Name Attendance (voting and
non-voting) in person
(B)
Attendance by proxy Actual attendance (voting
and non-voting) rate (%)
(B/A)
Remarks
Convener Hsuan, Chien
Shen
2 0 100.00% Re-elected after appointment by the Board of
Directors meeting on May 31, 2024.
Committee
member
Yeh, Kuang
shih
1 0 100.00% Term ended
Committee
member
Shen, Ling
Long
2 0 100.00% Re-elected after appointment by the Board of
Directors meeting on May 31, 2024.
Committee
member
Chung, Hui
Min
1 0 100.00% Newly appointed after appointment by the Board of
Directors meeting on May 31, 2024.

Other Disclosures

  • I. If the Board of Directors did not adopt or revise the recommendations of the compensation committee, it should describe the date of the Board meeting, term of the Board, agenda item, resolutions adopted by the Board, and actions taken by the Company in response to the opinion of the compensation committee: None.
  • II. If a member opposes a resolution the Committee has adopted or has reservations with a written record or a statement, the date and session of the meeting, the resolution, opinions of all the members, and the handling of their opinions shall be indicated: None.
  • III. The discussion of the Remuneration Committee and the resolutions, and the Company's processing of the member's opinions:
Remuneration
Committee meeting
date/term Agenda item and resolutions
2024.03.13
First meeting in
1. The implementation of the Company's 2023 remuneration
plan for managers.
Committee member opinions: No objections or qualified opinions.
2024 2. Proposal of discussion on the Company's 2023 payment of the
remuneration to the employees and directors.
Resolution: The chair put the matter before all and the proposal was approved as
proposed by all members in attendance.
The Company's response to Remuneration Committee opinions: The proposal to the
Board of Directors was approved by all the present directors.
2024.11.04
Second meeting in
2024
1. Proposal of discussion on the Company's 2025 remuneration
plan for managers.
Committee member opinions: No objections or qualified opinions.
Resolution: The chair put the matter before all and the proposal was approved as
proposed by all members in attendance.
The Company's response to Remuneration Committee opinions: The proposal to the
Board of Directors was approved by all the present directors.

(IV) Corporate governance implementation status and departure from Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and reasons

Implementation status Deviations from Corporate
Governance Best Practice
Assessed areas Yes No Summary Principles for TWSE/TPEx
Listed Companies and reasons
I.
Has the Company set and disclosed principles
for practicing corporate governance according
to the "Corporate Governance Best Practice
Principles for TWSE/TPEx Listed
Companies"?
V The Company has set the principles for practicing corporate governance according to
the "Corporate Governance Best Practice Principles for TWSE/TPEx Listed
Companies and disclosed the principles on the Company's website.
In compliance with the concept
and implementation of the
"Corporate Governance Best
Practice Principles for
TWSE/TPEx Listed
Companies."
II.
The Company's shareholding structure and
shareholders' rights and interests
(I)
Has the Company set internal operations
procedures for dealing with shareholder
proposals, doubts, disputes, and litigation as
well as implemented those procedures
through the proper procedures?
(II)
Does the Company have a list of major
shareholders of companies over which the
Company has actual control and the list of
ultimate owners of those major shareholders?
(III)
Has the Company established and
implemented risk control/management and
firewall mechanisms between it and affiliated
corporations?
V
V
V
(I)
The Company has set and implemented the procedures for handling major
inside information in 2015. In addition, the Company has a spokesperson
system established to properly handle the shareholders' proposals, doubts,
disputes, and litigation matters.
(II)
The Company has a list of major shareholders of companies over which the
Company has actual control and the list of ultimate owners of those major
shareholders; the shares held by the directors and major shareholders are filed
on a monthly basis in accordance with Securities and Exchange Act.
(III)
The Company has established related regulations on internal control
mechanisms in accordance with relevant regulations. In addition to actually
handling the self-inspection process, the Board of Directors and management
also regularly and occasionally review the self-inspection results of each
department and the audit reports of the audit unit, substantiate the Company's
internal control system, establish profound financial, business, and accounting
management system and strengthen the management of the affiliated companies
in accordance with the relevant provisions for the public companies, and
implement the necessary control mechanism in order to reduce operational risk.
Rules of financial and business operation with the related companies are based
on fair and reasonable principle with documented rules established.
In compliance with the concept
and implementation of the
"Corporate Governance Best
Practice Principles for
TWSE/TPEx Listed
Companies."
(IV)
Does the Company have internal regulations
in place to prevent its internal staff from
trading securities based on information yet to
be public on the market?
V (IV)
The Company has established a "Code of Conduct", "Procedures for Handling
Major Inside Information", and "Ethical Corporate Management Best Practice
Principles" to regulate internal personnel's obligation to keep important
information confidential, and shall not use it to obtain undue benefits for itself
or anyone, and promote the implementation of these systems to directors,
managers, and others who have learned about the Company's major inside
information because of their identity, position, or control.
III. Composition and responsibilities of the Board
of Directors
(I)
Has the Board of Directors formulated
diversity policies and specific management
objectives and does it implement them?
V (I) 1. The diversity policy for members of the Board of Directors is established
in Article 20 of the Company's Corporate Governance Best Practice
Principles:
The Company's Board of Directors shall direct company strategies, supervise
the management, and be responsible to the Company and the shareholders'
meeting. The various procedures and arrangements of the corporate
governance system shall ensure that, in exercising its authority, the Board of
Directors complies with laws, regulations, the Articles of Incorporation, and
the resolutions adopted by shareholders' meetings.
The organization of the Company's Board of Directors shall be commensurate
with the Company's size and shareholding structure and be based on business
needs. The appropriate number of directors has been determined to be seven
to ten.
The composition of the Board of Directors shall be determined by taking
diversity into consideration, except for the number of directors who are also
managers of the Company shall not exceed one-third of the Board of
Directors, and formulating an appropriate policy on diversity based on
business operations, operating dynamics, and development needs. It is
advisable that the policy include, without being limited to, the following two
general standards:
I.
Basic requirements and values: Gender, age, nationality, and culture.
II. Professional knowledge and expertise: A professional background (e.g.,
law, accounting, industry, finance, marketing, or technology),
professional skills, and industry experience.
The members of the Board of Directors shall be balanced between the genders
and they shall possess the knowledge, skills, and experience necessary for
performing their duties. To achieve the ideal goal of corporate governance, the
Board of Directors shall possess the following abilities:
I.
Operational judgment.
II. Ability to perform accounting and financial analysis.
III. Management ability.
IV. Crisis management.
V. Industrial knowledge.
VI. An international market perspective.
VII.Leadership ability.
VIII. Decision-making ability.
A diverse Board of Directors with various opinions and insights will improve
the quality of decisions and benefit the Company's shareholders and other
stakeholders. The Board of Directors and management attach importance to
inclusiveness and diversity to support the Company's values.
(I)
In compliance with the
concept and
implementation of the
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies."
(II)
For the consideration of
the law and regulations
or the actual operations,
if any, it is to be handled
in accordance with the
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and the
related law and
regulations.
Implementation status Deviations from Corporate
Governance Best Practice
Assessed areas Yes No Summary Principles for TWSE/TPEx
Listed Companies and reasons
(II)
In addition to establishing a Remuneration
Committee and an Audit Committee, which
are required by law, is the Company willing
to also voluntarily establish other types of
functional committees?
(III)
Has the Company established and
implemented methods for evaluating the
performance of the Board of Directors,
conducted performance evaluation annually,
and reported the results to the Board, and
used the results as a reference for the
remuneration, nomination, and reelection of
individual directors?
V
V
2. The current members of the Board of Directors comprises 6 directors and 3
independent directors. The specific management objectives of member
diversity and their achievement are as follows:
(1) The Company focuses on operational judgment, operational management,
and crisis management capabilities. More than half of the directors should
have the relevant core capabilities: Operational judgment: 9/9(100%),
Management ability: 8/9(88.89%) and crisis management 9/9(100%).
(2) More than half of the independent directors cannot be re-elected more
than 3 terms in order to maintain independence: Proportion of
independent directors: 3/9 (33.33%); three members whose term of office
is less than one term, none of which has served more than three terms.
(3) More than half of the directors are not concurrently employees or
managers for the purpose of supervision: Proportion of directors of the
Company with employee status: 3/9(33.33%).
3. Members of the board of directors have rich experience and expertise in the
fields of finance, business, and management. Implementation is described on
page 10 of the annual report.
(II)
The Company is committed to pursue corporate governance and to strengthen
the mechanism of organization and operation continuously. The Remuneration
Committee was formed in 2012, and the Audit Committee was established in
2015; more functional committees will be set up as needed.
(III)
The Board of Directors passed the "Board of Directors Performance Evaluation
Regulations" on November 8, 2019. The scope of the evaluation includes the
performance of the overall Board of Directors, individual members of the
Board, and functional committees. The evaluation methods include internal
self-evaluation of the Board of Directors, self-evaluation of members of the
Board, peer evaluation, and appointment of external professional institutions,
experts, or other appropriate methods for performance evaluation.
The Board of Directors performance evaluation measures include the following
five aspects:
I.
Degree of participation in company operations.
II.
Improvement of the quality of Board decisions.
III. Composition and structure of the Board of Directors.
IV. Selection and continuous training of directors.
V.
Internal control.
The measures for the performance evaluation of Board members include the
following six aspects:
I.
Control of the Company's goals and tasks.
II.
Understanding of director's responsibilities.
III. Degree of participation in company operations.
(I)
(II)
In compliance with the
concept and
implementation of the
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies."
For the consideration of
the law and regulations
or the actual operations,
if any, it is to be handled
in accordance with the
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies" and the
related law and
regulations.
(IV)
Does the Company periodically evaluate the
level of independence of the CPA?
V IV. Internal relationship management and communication.
V.
Professional and continuing education of directors.
VI. Internal control.
The functional committee performance evaluation measures include the
following five aspects:
I.
Degree of participation in company operations.
II.
Understanding of the roles and responsibilities of the functional committee.
III. Improvement of the quality of committee decisions.
IV. Composition of the functional committee and the selection of its members.
V.
Internal control.
The Company's Business Planning & Management Div. is responsible for the
implementation. After the end of the year, the division will evaluate the overall
performance of the Board of Directors and will use the results as a basis for the
remuneration, nomination, and reelection of individual directors.
The
performance evaluation results of the Company's Board of Directors and
functional committees from May 31, 2024 to December 31, 2024, have been
submitted to the Board on March 12, 2025, and the evaluation results have been
placed on the corporate governance section of the Company website for review.
(IV)
The Company selects professional, responsible and independent CPAs to
conduct audits on the Company's financial status and internal control, and
regularly evaluates the independence and competence of the appointed CPAs
once per year, which is reviewed and approved by the Audit Committee and
submitted to the Board of Directors for discussion.
The Company's Audit Committee and Board of Directors conducted an
independent assessment of the CPAs' independence on March 12, 2025. After
passing the CPAs' financial interests, business relationships, employment
relationships, and referencing the five major aspects of "Audit Quality Indicators
(AQIs)" - professionalism, quality control, independence, supervision, innovation
ability and the 13 indicators to evaluate the competency and independence of
accountants, the CPAs have also issued a "Statement of Independence".
The Company confirmed that the CPAs have not consecutively provided auditing
services for the Company for seven years, and the CPAs and the Company have
no other financial interests or business interactions with the Company except for
auditing and taxation. CPAs are only appointed if their family members do not
violate the independence requirements, and meet the Company's evaluation
standard for independence and competence. Refer to Note 1 for details regarding
the evaluation status of the independence and suitability of the CPAs.
Implementation status Deviations from Corporate
Governance Best Practice
Assessed areas Yes No Summary Principles for TWSE/TPEx
Listed Companies and reasons
IV. For TWSE/TPEx listed companies, are there
suitable persons in an appropriate number and
designated supervisors for corporate
governance to take charge of related matters
(including but not limited to providing
directors and supervisors with materials
required for them to carry out their tasks,
helping directors and supervisors comply with
the law, taking care of Board of Directors'
meetings and shareholders' meetings as
required by law, preparing minutes of Board of
Directors' meetings and shareholders'
meetings)?
V (I)
To implement corporate governance and promote the Board of Directors to
perform its due functions to protect the rights and interests of investors, the
Company's Board has approved the appointment of Su, Chih-Ching, the
Assistant General Manager of the Risk & Management & Planning Div., as the
supervisor of corporate governance on May 10, 2019. He is the chief executive
responsible for corporate governance related matters, and the Risk &
Management & Planning Div. is responsible for reporting directly to him. Su,
Chih-Ching, the Assistant General Manager of the Risk & Management &
Planning Div. of the Group headquarters, is a manager of the Company and has
more than five years of experience in legal affairs, stock affairs, or procedures
management in public companies. The main responsibilities of the corporate
governance supervisor are to handle matters related to the Board of Directors
and shareholders 'meetings in accordance with the law, to produce the minutes
of the Board of Directors and shareholders' meetings, to assist the directors to
take office, to continue to study and comply with laws and regulations, and to
provide information required by directors and insiders to perform business.
(II)
2024 business implementation focus:
1. The procedural matters unit of the Board of Directors and committees,
including consolidating the agenda of the meeting, stating the reason for
convening, sending the convening notice to the directors or members seven
days before the meeting, and providing sufficient meeting materials so that
the participants can truly understand the relevant information of the
proposal. When the meeting agenda is of interest to the directors or their
legal representatives, the unit also reminds them to avoid conflicts of
interests. Finally, the unit sends the minutes of the meeting to the directors or
members for retention within 20 days after the meeting.
2. The unit is responsible for issuing important information or announcements
of important resolutions after the Board of Directors and the shareholders'
meetings on the day of to ensure the legality and accuracy of the disclosed
information, so as to protect the investors by giving them equal information
related to the transaction.
3. The unit shall handle the advance registration of the date of the shareholders'
meeting according to law, and prepare and file the meeting notice, the
procedures manual, and the meeting minutes by the deadline.
4. Change registration of various operations of the Company.
5. Evaluate and purchase of liability insurance for directors and key persons of
the appropriate amount, and report the content of the insurance coverage at
the Board of Directors meeting.
6. Periodically provide relevant continuing education information for directors
and remind them to complete and file the required number of hours of
continuing education in accordance with the Directions for the
Implementation of Continuing Education for Directors and Supervisors of
TWSE Listed and TPEx Listed Companies.
7. Periodically provide Board members with information on new ordinances or
amendments related to directors' business implementations, corporate
governance, or business operations.
8. Each year, review the compliance status of the corporate governance
evaluation indicators one by one, and propose improvement plans and
corresponding measures for the un-scored items.
9. According to the needs of directors, provide company business or financial
and other operational information to maintain smooth communication and
communication between directors and business supervisors.
(III)
For continuing education of corporate governance supervisors in 2024, please
refer to Note 2.
In compliance with the concept
and implementation of the
"Corporate Governance Best
Practice Principles for
TWSE/TPEx Listed
Companies."
V.
Has the Company established channels for
communicating with stakeholders (including
but not limited to shareholders, employees,
customers and suppliers), set up a dedicated
stakeholder section on the Company website,
as well as appropriately responded to
important corporate and social responsibility
issues of concern to stakeholders?
VI. Has the Company hired a professional agency
to handle tasks and issues related to holding
V
V
The Company has set a stakeholder section on the Company's website and has
designated personnel to process and answer questions. The sustainability report is also
placed on the Company's website for stakeholders to download.
A dedicated section for stakeholders: https://www.synnex
grp.com/tw/Communication-with-Stakeholders
Sustainability Report can be downloaded from: https://www.synnex-grp.com/tw/ESG
Report
The Company commissions CTBC Bank Co., Ltd. Transfer Agency Department to
handle matters related to holding the shareholders' meeting.
In compliance with the concept
and implementation of the
"Corporate Governance Best
Practice Principles for
TWSE/TPEx Listed
Companies."
In compliance with the concept
and implementation of the
the shareholder's meeting? "Corporate Governance Best
Practice Principles for
TWSE/TPEx Listed
Companies."
VII. Information disclosure
(I)
Has the Company established a corporate
website to disclose information regarding the
Company's financial, business, and corporate
governance status?
(II)
Has the Company adopted other means of
information disclosure (such as establishing
a website in English, appointing specific
personnel to collect and disclose company
information, implementing a spokesperson
system, and disclosing the process of
investor conferences on the Company's
website)?
(III)
Does the Company announce and declare the
V
V
V
(I)
The Company has set up a website at https://www.synnex-grp.com, and we
disclose relevant information on financial business and corporate governance
under the Investor section and Corporate Governance section, respectively.
(II)
As required by law, relevant information of the Company are disclosed in a
timely manner in the "Market Observation Post System" for the understanding
and inquiry of the investors. The Company has a spokesman and a deputy
spokesman appointed. the Company has the Chinese and English corporate
governance information disclosed in the investors section on the Company's
website with the information updated in a timely manner.
(III)
The Company announces and declares our annual financial report and the first,
(I)
In compliance with the
concept and
implementation of the
"Corporate Governance
Best Practice Principles
for TWSE/TPEx Listed
Companies."
(II)
For the consideration of
the law and regulations
or the actual operations,
if any, it is to be handled
in accordance with the
"Corporate Governance
annual financial report within two months
after the end of the fiscal year, and announce
and declare the first, second, and third
quarter financial reports and operating status
of each month within the prescribed
deadline?
second, and third quarter financial reports and operating status of each month
within the prescribed period.
Best Practice Principles
for TWSE/TPEx Listed
Companies" and the
related law and
regulations.
Deviations from Corporate
Governance Best Practice
Assessed areas Yes No Summary Principles for TWSE/TPEx
Listed Companies and reasons
VIII. Does the Company have other information
that is helpful for understanding its status of
corporate governance (including but not
limited to employee rights and interests,
employee well-being, investor relations,
supplier relations, rights of interested parties,
further education sought by directors and
supervisors, implementation of risk
management policies and risk evaluation
standards, implementation of customer
policies, the taking out of liability insurance
for directors)?
V (I)
(II)
(III)
(IV)
(V)
(VI)
(IX)
(X)
(XI)
Employee benefits:
to law.
1. System:
2. Implementation status:
investors.
personnel to process to protect stakeholders' rights.
investors. Refer to Note 3 for details related to advanced studies.
Board of Directors on November 4, 2024.
Company.
Insured subject Insurance
All directors
and managers
All directors
and managers
exercised the due care of a good administrator.
stipulated and implemented.
strengthen corporate governance.
company
Fubon
Insurance
Co., Ltd.
Fubon
Insurance
Co., Ltd.
and training, employee health seminars from time to time.
preferential life insurance and accident insurance policy.
Insured amount
(NT\$: thousand)
639,700
637,200
The Company firmly believes that employees is the driving force of business
growth; thus, the Company appreciates the importance of employee benefits and
is committed to fulfill all the statutory rights and interests of employees according
(1) Labor and health insurance, pension appropriation, employee education
(2) Continuing to provide employees with a variety of benefits, such as: life
insurance with a coverage of at least NT\$3 million (far better than general
companies), free health checkup, weddings, funeral, and maternity
subsidies, interest-free loans, and external training subsidies.
(1) Statutory rights and interests of employees are handled according to law.
(2) Various employee benefits are handled by the designated personnel.
(3) The Company's group insurance has provided sufficient coverage to the
employees who had suffered severe injuries or sickness in the recent
years, providing 3-5 years of economic security to the employees'
families. Considering the needs of the employee's families for insurance
coverage, the Company provides the employees and their spouses with
Investor relations: The Company insists on the principle of integrity and
information disclosure fairness and exercises corporate governance
transparency, regularly publishes company operational and financial
information to the shareholders, and sets the spokesman and deputy spokesman
system to fulfill the Company's information disclosure responsibility and
obligations. The Company's website has an "Investor Section" and dedicated
personnel and e-mail are designated to handle recommendations and issues of
Supplier relationships and stakeholder interests: The Company and its suppliers
have maintained long-term and close cooperation relations. the Company has
set a stakeholder section on the Company's website and has designated
Continuing education of directors: The directors of the Company have a
background in industry and have their continuing education disclosed in the
"Market Observation Post System" for the reference of the shareholders and
Implementation of risk management policies and risk assessment: The
Company established various internal regulations in accordance with the law.
The Risk Management Team was formed in 2022 and the president serves as the
convener of the Risk Management Team, which identifies and manages risk
factors and facilitates command and dispatch, assessment, and implementation
of the risk management policy by the risk management organization. The Risk
Management Team has reported risk evaluation and risk management policy,
and climate risk management operating status to the Audit Committee and the
Recusals of directors due to conflicts of interests: The directors of the Company
must be recused from voting on any motions they are in conflict with.
(VII) The implementation of customer relations policies: The Company and its
customers maintain a stable and good relationship to create profits for the
(VIII) The purchase of liability insurance for the directors: The Company has acquired
liability insurance for the directors and managers in accordance with the
"Corporate Governance Best Practice Principles for TWSE/TPEx Listed
Companies" and it has been disclosed in the "Market Observation Post System".
Insurance period
Starting on September 1, 2023
Ending on September 1, 2024
Starting on September 1, 2024
Ending on September 1, 2025
The directors of the Company have fulfilled responsibilities truthfully and
The Company has the "Rules of Procedure for Board of Directors Meeting"
The Company's Board meeting has been convened at least once a quarter to
In compliance with the concept
and implementation of the
"Corporate Governance Best
Practice Principles for
TWSE/TPEx Listed
Companies"
Implementation status Deviations from Corporate
Governance Best Practice
Assessed areas Yes No Summary Principles for TWSE/TPEx
Listed Companies and reasons

IX. Please described improvements in terms of the results of the Corporate Governance Evaluation System in recent years and propose areas and measures to be given priority where improvement will be needed.

(I) Improvements that have been made according to the results of the Corporate Governance Evaluation System in the most recent year:

11th term Evaluation Indicators Improvements already made
1.2 Has the Company adopted written rules for the procedures for financial and The Company has amended the Procedures for Related Party
business operations between the Company and related parties, the content of which Transactions and disclosed them on the Company's website.
should include procedures for managing transactions such as purchase and sale,
acquisition or disposal of assets, etc., and the requirement that material transactions
be approved by the Board and approved by or reported at the shareholders'
meeting?
3.14 Did the Company disclose the connection between director and managerial officer The Company's 2024 Annual Report has disclosed the connection
performance assessment and remuneration in its annual report? between the performance evaluation and remuneration of
directors and managers.
4.24 Was the sustainability report prepared by the Company submitted to and passed by
the board of directors?
The Company's 2023 Sustainability Report was discussed and
approved by the Board of Directors on August 8, 2024 and has
been submitted to the Market Observation Post System (MOPS).

(II) Priority matters that require improvement and measures according to the results of the Corporate Governance Evaluation System of the most recent year: The Company conducts self-evaluation of corporate governance in accordance with the regulations established by the competent authority, and has proposed priority improvement measures based on the Company's current situation for various indicators that were not achieved, and gradually improves corporate governance to enhance the corporate governance image.

Note 1: Evaluation of the independence and suitability of the CPAs.

Assessed areas Important assessment content Evaluation
result
Whether it is compliant
with independence
1. Does the CPA or the spouse or minor children of the CPA have any relationship with the Company of investing
or sharing of financial interest or borrowing of funds?
No Yes
Review of
independence
2. Is the CPA or member of the audit service team currently or has it in the last two years been a director or
manager of the Company or has served in a position that has a significant impact on the audit case?
No Yes
requirements 3. Does the CPA or member of the audit service team have a spouse, direct blood relative, direct relative by
marriage, or collateral blood relative within the second degree of kinship with relation to a director, manager, or
person in the Company who has a significant impact on the audit case?
No Yes
1. Does the CPA perform professional services with an attitude of honesty and rigor and maintain a position of
fairness and objectivity?
Yes Yes
Review of
independent
2. Have the CPAs recused themselves and not undertaken matters for which they have been entrusted in which
they have a direct or significant indirect interest that affects their impartiality and independence?
Yes Yes
operations 3. Do members of the audit service team, other co-practicing CPAs, or shareholders of corporate accounting firms,
accounting firms, firms affiliated with those firms, and allied firms also maintain independence with respect to
the Company?
Yes Yes
1. Does the accounting firm have a sufficient scale, resources, and regional coverage to handle corporate audit
services?
Good Yes
Competency
review
2. Does the accountant have a disciplinary record from the Disciplinary Committee in the last two years, or has
the accounting firm been involved in a major lawsuit in the last two years or now?
Good Yes
3. Does the accounting firm timely inform the Board of Directors on risk management, corporate governance,
financial accounting, and related risk control?
Good Yes

Note 2: Continuing education of corporate governance supervisor:

Training
Corporate Governance Supervisor Educational institutions Course title period Hours
Corporate Governance Su, Chih-Ching Taiwan Corporate Governance Shareholders' Meeting, Proxy Contest and Ownership 2024.04.12 3.0
Supervisor Association Strategy
Corporate Governance Su, Chih-Ching Taiwan Corporate Governance How to proactively take on the challenges and 2024.06.25 3.0
Supervisor Association opportunities along the path to upgrade and transformation
for Taiwanese enterprises in the post-pandemic era (Part I)
Corporate Governance Su, Chih-Ching Institute of Financial Law and Third session of corporate governance practice workshop 2024.08.14 3.0
Supervisor Crime Prevention in 2024 - Analysis of practical cases of shareholders'
meeting disputes
Corporate Governance Su, Chih-Ching Taiwan Corporate Governance Labor Dispute Prevention and Corporate Governance 2024.08.23 3.0
Supervisor Association

Note 3: Status of Directors' continuing education

Training
Director Educational institutions Course title period Hours
Representative of
Institutional Director
Miau, Matthew Feng
Chiang
Taiwan Institute of
Directors
Era of Alternative Energy 2024.06.07 3.0
Representative of
Institutional Director
Miau, Matthew Feng
Chiang
Securities and Futures
Institute
2024 Annual Promotional Conference on Prevention of
Insider Trading
2024.10.18 3.0
Director Tu, Shu-Wu Taiwan Institute of
Directors
Era of Alternative Energy 2024.06.07 3.0
Director Tu, Shu-Wu Taiwan Project
Management Association
Board of Directors vs Management Team 2024.10.08 3.0
Representative of
Institutional Director
Chou, Teh-Chien Taiwan Corporate
Governance Association
Board of Directors Information Security Governance
Oversight Strategy
2024.05.17 3.0
Representative of
Institutional Director
Chou, Teh-Chien Taiwan Institute of
Directors
Era of Alternative Energy 2024.06.07 3.0
Representative of
Institutional Director
Yang, Hsiang-Yun Taiwan Institute of
Directors
Expanding Outward: Discussion on Asian Growth with the
Example of Corporate Competition and Cooperation in Korea
2024.03.20 3.0
Representative of Yang, Hsiang-Yun Taiwan Institute of Benchmark Learning: How to achieve breakthrough growth 2024.04.17 3.0
Institutional Director
Representative of
Tu, Shu-Chyuan Directors
Taiwan Project
from core technology
Applications of Generative AI and ChatGPT
2024.09.19 3.0
Institutional Director
Representative of
Tu, Shu-Chyuan Management Association
Taiwan Project
Board of Directors vs Management Team 2024.11.21 3.0
Institutional Director
Representative of
Miau, Scott Matthew Management Association
Taiwan Institute of
Era of Alternative Energy 2024.06.07 3.0
Institutional Director
Representative of
Miau, Scott Matthew Directors
Taiwan Institute of
Challenges faced by family businesses in Transformation 3.0 2024.11.12 3.0
Institutional Director
Independent Director
Hsuan, Chien-Shen Directors
The Greater China
Financial Development
Key Observations on the Global Economy in 2024 2024.01.11 3.0
Independent Director Hsuan, Chien-Shen Association
The Greater China
Building a Resilient Supply Chain for Enterprises 2024.02.21 3.0
Financial Development
Association
Independent Director Shen, Ling-Long Chung-Hua Institution for
Economic Research
Directors' Course on Corporate Sustainability and Net-zero
Strategy
2024.03.07 6.0
Independent Director Chung, Hui-Min Securities and Futures
Institute
2024 Annual Promotional Conference on Prevention of
Insider Trading
2024.10.04 3.0
Independent Director Chung, Hui-Min Taiwan Corporate
Governance Association
Corporate M&A, Equity Investment Planning, and Practical
Analysis of Joint Venture Agreements
2024.11.08 3.0
Independent Director Chung, Hui-Min Taiwan Corporate
Governance Association
An Introduction to Carbon Management and Energy
Management from the Perspective of Sustainable
2024.11.22 3.0
Independent Director Chung, Hui-Min Taiwan Corporate
Governance Association
Environment for Publicly Listed Companies
Hostile Takeovers Strategies and Corporate Governance
Issues
2024.12.10 3.0

(V) Implementation status of sustainable development promotion and deviations from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons

Implementation status Deviations from the
Sustainable Development
Promotion item Yes No Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
I.
Has the Company
established a governance
structure to promote
sustainable development,
and has it set up a unit
which specializes (or is
involved) in promoting
sustainable development and
run by senior managerial
officers authorized by the
Board of Directors, and does
the Board of Directors
supervise its implementation
status?
V (1)
(2)
(3)
team.
(4)
In order to implement sustainable management concepts, the Company established its CSR Committee in
In compliance with the
2015 for the management of sustainable issues; it has since been renamed the Sustainability Committee.
"Sustainable Development
With the President as the convener. We also set up four ESG-oriented work teams according to the issues
Best Practice Principles
under the jurisdiction of each department, which selected the appropriate functional supervisor and
for TWSE/TPEx Listed
employees to form the teams. The various working groups are responsible for the following projects:
Companies"
Corporate governance and economics team: Responsible for corporate governance, integrity
management, risk management, and regulatory compliance related matters related to the Company's
operational governance and financial aspects.
Employee and social team: Responsible for Synnex employees' rights and interests, building an effective
occupational health and safety system, and community care and public welfare matters.
Environment team: Review and plan Synnex's environmental management policy guidelines and events
Product team: Responsible for product quality links, product liability control, and consumer rights.
Synnex's sustainability policies and activities are coordinated, managed, and implemented by the
sustainability working group; implementation results are tracked to ensure that the sustainable development
strategies are fully implemented in the Company's daily operations. And on November 4, 2024, the
Sustainability Committee reported to the Board about implementation of sustainable development and
stakeholder engagement. The Board also gave timely suggestions and adjustments on the contents and
strategies reported by the Sustainability Committee.
II.
Does the Company perform
assessments of risks in
environmental, social, and
corporate governance issues
relevant to its business
activities and devise risk
management policies and
strategies accordingly?
V Material issues
Environment
Society
Corporate
Governance
Assessed areas
item
Climate Change
and Environment
Labor
management and
employment
relations
Salary levels and
employment
status
Human rights of
employees
Occupational
safety
Legal and
regulatory
compliance
Ethical corporate
management
Information
security
To establish robust risk management operations and raise risk awareness, the Company established
identification, assessment, control, and supervision processes for potential risks, thereby ensuring the
Company's healthy operations and strengthening corporate governance. The Company established the Risk
Management Policy and Procedures, which was passed by the Board of Directors, in 2022 as the highest
guiding principles of the Company's risk management.
The Company identifies risk factors through the Risk Management Team every year, and identifies risks that
may impact the Company's sustainable development, selecting the scope of risk management on this basis.
The boundary of the Company's risk assessment is Taiwan Synnex Technology International Corporation,
including wholly-owned subsidiary Synergy Intelligent Logistics Corp. Risk-related units in the
organization were integrated into the Risk Management Team, and the president serves as the convener of
the Risk Management Team. The team identifies and manages risk factors based on the materiality principle,
and in accordance with environmental, social, or governance (ESG) issues related to the Company's
operations, and facilitates command and dispatch, assessment, and implementation of the risk management
policy by the risk management organization, as described below:
Risk management policy
In response to local environmental control regulations, SYNNEX
continuously conducts comprehensive procurement/repair/replacement
for deficiencies or areas that can be improved. We also regularly review
the impact of the climate on the Company in order to review and
improve the rights and benefits of investors and consumers.
In the implementation of employee care, based on the employee-oriented
concept, Synnex has constructed a diversified, equal, warm, and sound
workplace in which employee safety and training and development is
important. It has also established clear channels for communication.
Synnex provides competitive salary levels and provides a differentiated
total compensation according to difference in contribution, so that people
who work hard can obtain relatively higher compensation, and so that
salary and ability performance are well matched.
The Company protects employees' legitimate rights and eradicates
discrimination based on the management policies stipulated in
accordance with the "Universal Declaration of Human Rights",
"International Bill of Human Rights", "Global Compact", and "Labor
Standards Act".
SYNNEX raises safety awareness and prevents unsafe conduct through
education and training, so as to create a health and safe workplace.
Physicians are scheduled to provide on-site services and provide health
consultation and care. The environment is regularly inspected to ensure
that facility and equipment functions are normal and safe.
The Company has formulated its "Corporate Governance Code of
Conduct", "Code of Conduct", "Integrity Management Code",
"Sustainable Development Code" and other internal company norms,
which each logistics management unit continuously reviews and amends
according to its responsibilities and professional scope to comply with
current company policies and operating procedures.
The Company has established its internal Integrity Management Code
and Code of Conduct and promotes its corporate culture and values of
integrity management. It requires its employees to abide by this code of
ethics and behavior in all matters of business ethics, labor relations,
internal control, corporate governance, and community participation.
A Chief of Information Security has been appointed and a dedicated unit,
the "Information Security Division", has been set up to ensure that
information security management can be thorough, continuous, and
stable. Information security policies, management methods and related
operating procedures are established as the basis for various information
operations, so that relevant personnel can follow them and reduce the
possibility and impact of any information security incidents. In addition,
we have also passed and obtained the ISO 27001 Information Security
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
Deviations from the
Sustainable Development
Promotion item Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
(I) III. Environmental topics
Has the Company
established a proper
environmental
management system based
on the characteristics of
the industry?
V (I) The Company is a channel integration service provider for the high-tech industry. It is a low-energy
consuming and non-manufacturing enterprise, and most of our energy consumption is concentrated in
energy usage in offices and storage centers.
Although the absolute amount of energy that can be controlled is limited, as corporate citizens, we are
fully aware that it is our responsibility to mitigate and adapt to the threat of climate change. Therefore,
one of our most important goals is to strive to conserve electricity and use low-energy solutions.

The Environment Team of SYNNEX's Sustainability Committee (the "ESG Environment Team")
implemented environmental sustainability projects; the Sustainability Committee is a task force
and the management unit of the ESG Environment Team is the Logistics Quality Management
Division of the group's head office.

Since 2022, the ESG Environment Team has been leading efforts of SYNNEX to obtain the ISO
14001 Environmental Management Systems certification, the ISO 14064-1 Greenhouse Gas
Inventory certification, and BSI certification. The Company formulated six environmental
policies and announced them to upstream and downstream suppliers and distributors, in hopes
that the supply chain will jointly engage in low carbon operations and achieve mutual prosperity.
Six environmental policies: (1) Energy conservation and carbon reduction (2) Sustainable
operation (3) Commitment to operations (4) Awareness of all employees (5) Risk management (6)
Compliance.

Synnex Group follows the framework of the TCFD. Our operation and monitoring unit is the
ESG Environment team. Each operation and operation base must regularly review the on-site
operation standards and, under the decision-making of local management, implement various
improvement and control operations; they also make reports to the headquarters unit on a regular
basis. Headquarters also conducts inspections, audits from time to time to ensure overall
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
(II)
Is the Company committed
to improving the
efficiency of the various
resources and using
recycled materials which
have a low impact on the
environment?
V (II) operation process and cost-effectiveness.
The Company is committed to improving the efficiency of resource utilization, and implements the
ESG concept of "low-carbon operations" in its operating characteristics. Specific actions and results
are described below:
1. The digitalization of business operations: Digitalization can effectively replace paper consumption,
so the Company is actively developing software to fully digitalize business processes. From 2022
to 2024, total paper purchases have been reduced by approximately 57%, saving approximately
NT\$600,000.
(1) Digital operations:
We will continue to enhance our internal warehousing processes, promote digitization of manual
counting operations year by year, and use digital tools to replace the use of paper. Promoting
digitization has significantly reduced the demand for paper, and we have seen improved results
of environmental protection and energy conservation.
(2) Digital signature:
The Company continues to invest in system R&D to develop a digital signature mechanism
under the premise of complying with regulations and protecting the rights and interests of
customers. We are also continuing to encourage customers to replace paper-based signatures
with digital signatures. In the future, we will continue to expand the application scope of digital
signatures and significantly reduce the paper required for printing receipt forms.
2. Smart warehousing system
The Company is actively developing smart warehousing system, establishing big data-driven
databases, calculating optimized shipping models, and aggregating resources to assemble orders to
achieve batch shipments and transportation. This will help to reduce the number of shipments and
transportation required, thereby reducing fuel and power consumption and lowering carbon
emissions.
3. Carton re-use and recycling: 72,372 in total in 2024, accounting for 18%
Synnex Group's economies of scale and shipment volume continue to grow, and energy efficiency
is improved through the reuse and recycling of packaging materials. (Accounted for 17% in 2023,
and 16% in 2022)
For details, please refer to page 102 of the 2023 Sustainability Report and the content of the latest
report.
4. Eliminated old printers and access control to printing is implemented to manage the volume of
printed papers per employee, and at the same time, helping to strengthen employees' ESG
awareness. Taking the new office in Nangang as an example, only one multi-function printer
(MFP) is needed to handle all printing tasks. This will comprehensively reduce unnecessary
printing paper consumption and the chance of misplacing or misprinting, thereby achieving the
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
(III)
Does the Company
evaluate the potential risks
and opportunities in
climate change with regard
to the present and future of
its business, and take
appropriate action to
counter climate change
issues?
V (III) goal of effectively controlling printing volume.
The Company has incorporated climate change issues into its overall sustainable governance and risk
management affairs to demonstrate its determination to promote sustainable development. The
Sustainability Committee is directly responsible for supervising and managing the Company's overall
sustainability issues and climate-related risks and opportunities; it regularly reports its
implementation results to the General Manager (Chairman of the Sustainability Committee). The
environment team will promote and provide guidance on specific actions to deal with climate change.
To effectively respond to the possible impact of climate change, the Company has disclosed in its
sustainability report its annual work progress and achievements in accordance with the framework
recommended by TCFD since 2019.Identified risks are: Regulatory requirements on carbon reduction,
suppliers transferring cost, supply chain jointly pursuing green sustainability (GHG reduction
management), and increase in electricity or water consumption due to global warming.
In order to reduce the risk factors mentioned above, the Company also simultaneously identifies feasible
opportunities and develops countermeasures: It will continue to pay attention to market demand and
low-carbon risks, implement energy management, replace and update energy-consuming equipment,
purchase products that fit low-carbon trends, and enhance digital services.
A detailed description of the Company's climate change risk and opportunity analysis has been
disclosed in the its sustainability report, available at (http://www.synnex.com.tw/tw/esg-report).
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
(IV)
Does the Company take
inventory of its
greenhouse gas emissions,
water consumption, and
total weight of waste in the
last two years, and
implement policies on
energy efficiency and
carbon reduction,
greenhouse gas reduction,
water reduction, or waste
management?
V (IV) The Company is a high-tech product distribution and service industry, and is not a high-energy
consuming business. Direct emissions of greenhouse gases are mainly from vehicles used by the
logistics centers; indirect emissions are mostly from electricity purchased for the headquarters office
and the logistics center factory area.
Logistics vehicles have been gradually replaced with newer vehicles. In 2021, the fifth-phase vehicles
that comply with Taiwan's current environmental protection regulations have been fully adopted.
According to the official data of car factories, pollutant emissions (nitrogen oxides) of fifth-phase
vehicles can be reduced by 43% per vehicle. That means that operating volume can grow while still
effectively reducing the impact on the environment.
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
Implementation status Deviations from the
Sustainable Development
Promotion item Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
1. Greenhouse gas (GHG) emissions (fuel consumption and electricity)
Unit: Tons CO2e
GHG emissions Scope 1: Fuel consumption Scope 2: Electricity Total
2022 1,833 2,307 4,140
2023
2024
1,860
1,708
1,925
1,540
3,785
3,248
Note: Covering Synnex Group and its subsidiary Synergy Intelligent Logistics Corp. and all
Taiwan factory information
In 2024, the GHG emissions from vehicle oil was 1,722 metric tons CO2e, a slight decrease of
152 metric tons compared to the 1,860 metric tons CO2e of emissions in 2023, due to the integration of fleet dispatch resources, which improved route efficiencies and reduced losses from
unnecessary routes.
The total GHG emissions converted from electricity consumption in 2024 was 400 metric tons of
CO2e lower than that of 2023, mostly attributable to our continued implementation of energy
saving and power-saving action plans, replacement of energy-saving LED lighting fixtures, and
planning of air-conditioning startup hours. The Company promoted space conservation by closing
floors with ineffective equipment, integrating work areas to improve space utilization, and
encouraging employees to turn off lights to reduce unnecessary power consumption. The Company implemented ISO 14001 Environmental Management Systems in 2022 and used
the PDCA cycle to carry out inspection and improvement measures, which were verified any
recommended by the BSI for certification. In the same year, ISO14064-1 Greenhouse Gas
Inventory was also introduced, and dual ISO certification has continued since then. In addition,
Synnex Group's subsidiaries in 2024. voluntary GHG inventories was also completed at the domestic and foreign operating sites of
2. Water usage Unit: Tons
Taipei Taichung Kaohsiung
Water
consumption
Taipei
Headquarters
logistics logistics logistics Total
centers centers centers
2022
2023
11,670
10,083
5,679
5,104
4,021
3,284
516
554
21,886
19,025
2024 8,563 4,262 2,532 380 15,737
The Company's operating bases mainly use circulating water for regional air conditioning and
domestic water use from employees. We did not produce any commercial wastewater from
various water equipment. manufacturing operations. We will continue to promote water conservation and regularly inspect
In August 2024, we moved our headquarters to the new office building in Nangang, which was
constructed with a touchless design mindset. The bathrooms, kitchens, faucets, and soap
dispensers were fully designed with touchless sensors, greatly reducing water waste.
3. Waste management
(1) Operational waste
amount of General
waste
General
industrial waste
that it should be
recycled or reused
Total
waste (class R)
2022 128 10 62 200
2023
2024
123
122
8
8
63
55
194
185
In waste management, Synnex not only implements waste classification and resource recycling,
it also advocates the use of environmentally friendly tableware and shopping bags, promotes
the concept of waste reduction among employees, and promotes policies such as recycling and
reuse of packaging materials to reduce waste. The Taipei headquarters also began to encourage
employees to clean up their office supplies in early 2024 to facilitate with the upcoming
relocation. We gradually sorted out office files and supplies on a monthly basis. The total
significantly even after moving to the new headquarters in Nangang. amount of garbage was still controlled within a reasonable range and did not increase
Waste at the office predominantly consists of domestic waste from employees, which can be
divided into general waste and waste that should be recycled or reused (class R). In addition to
the above two types of waste, the logistics centers also have general industrial waste, including
that from product maintenance waste and auxiliary sales.
and then will be entrusted to qualified haulers for recycling. The waste generated by the logistics centers will first be sorted and then managed collectively,
Synnex will continue to promote waste reduction and advocate for carbon reduction and waste
reduction at the source. We understand that environmental protection is everyone's
responsibility. (2) Commissioned recycling - scrapping of four specific machines (refrigerators, televisions, air
conditioners washing machines) for environmental protection: 8,199 machines total in 2024
Since 2013, Synnex Group has been cooperating with the Environmental Protection
Administration's "scrapping of four specific machines" recycling policy, assisting consumers in
recycling old TVs, old refrigerators, old washing machines, etc., in consumers' homes while
delivering and installing the new home appliances (recycling needs related to the replacement
and updating of home appliances). By entrusting professional certified manufacturers to properly undertake waste treatment and
disposal, we can effectively reduce the environmental impact caused by the risk of improper
disposal by end users.
Moreover, the strategies that the Company established for energy conservation and carbon and
greenhouse gas reduction are as follows:
[The new Nangang Building uses smart energy-saving design to achieve green building design and to
continuously evolve] 1. The "Four No" Designs in Office Areas: Touchless, wireless, paperless, and waste-free space
(garbage is moved to the garbage collection point at kitchens, reducing garbage and waste).
2. DOAS intelligent elevator dispatching system is used. The intelligent calculation dispatches the
closest elevator, while taking into account transportation efficiency, energy conservation, and
security.
Deviations from the
Sustainable Development
Promotion item Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
3. The office is equipped with a 32 cm thick "Double Skin" glass curtain system to directly extract
hot air to the outside. Achieves a high thermal insulation effect that maximizes energy saving.
4. The automated sun-tracking blinds installed can automatically open and close and varies according
to the different times of sunrise and sunset and the angle of sunlight, thus achieving good heat
insulation effect when combined with the above-mentioned glass curtain system.
The heat recovery ventilation in the office area further reduces energy consumption from air
conditioning, achieving energy conservation and carbon reduction.
5. Lighting and air conditioning is controlled centrally to improve energy management efficiency and
save energy.
[SYNNEX's parent company in Taiwan is committed to thorough energy-saving and carbon-reduction
plan]
1. All air conditioners are turned on and off on a timed basis to avoid operating in empty rooms to
save electricity.
2. Replaced all T5 lighting fixtures with LED energy-saving lamps. We planned and arranged
lighting in effective arrays in the logistics centers to provide effective lighting and save electricity.
3. All distribution vehicles must turn off engine when parked in the factory site, and the use of air
conditioning is prohibited when idling.
4. Planned and designed more effective logistics distribution routes and trips so as to reduce
inefficient routes and thus, reduce fuel consumption.
Companies and reasons
IV. Social topics
(I)
Has the Company
formulated appropriate
management policies and
procedures according to
relevant regulations and
the International Bill of
Human Rights?
V (I)
The Company treats its employees with integrity and provides a safe and secure working
environment. The Company has formulated its Sustainable Development Code and other related
management policies in accordance with the "Universal Declaration of Human Rights", "International
Bill of Human Rights", "Global Compact", and "Labor Standards Act" and other human rights
standards and labor conditions norm, and has published them on its official website.
In accordance with the Code, the Company complies with internationally recognized labor rights, such
as freedom of association, right to collective bargaining, care for vulnerable groups, prohibition of child
labor, elimination of all forms of forced labor, elimination of discrimination against the employed and
job seekers. It also confirms that its human resources policies do not treat people differently based on
their race, socioeconomic class, age, marital or family status, etc., for the purpose of implementing
equal and fair employment of job seekers, employment conditions, remuneration, benefits, training,
evaluation, and promotion opportunities. For situations that endanger labor rights, the Company
provides an effective and appropriate grievance mechanism to ensure the equality and transparency of
the grievance process. Grievance channels should be simple and clear, convenient and unobstructed,
and appropriate responses should be given to employees' grievances.
In addition, we regularly conduct publicity and training on topics such as eliminating workplace
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
(II)
Does the Company
establish and implement
reasonable employee
benefits (including
remuneration, leave, and
other benefits) and ensure
business performance or
results are reflected
adequately in employee
remuneration?
V bullying and gender equality for all employees to jointly create an equal working environment.
(II)
The Company attaches great importance to providing employees with sufficient security and a work
environment where they can feel at ease, and encourages employees to commit to creating an
intelligent and balanced work lifestyle. As a result, employees will not need to worry about their
health, economic situation, and family care outside of work.
1. Employee Compensation Policy
Synnex provides market-competitive salaries. In addition to fixed salaries, there are different
performance evaluation benchmarks for professional functions of different job types based on the
Company's business performance as well as departmental and individual goals. The focus of
logistics staff work is on daily operational performance, so they are evaluated on a monthly basis;
For business personnel, the management of long-term relationships with customers adopts the
quarterly evaluation method; Headquarters logistics administration and R&D functional personnel
adopt the annual performance evaluation system.
In addition, in order to provide incentive to employees and the management team, employee
compensation follows the regulations of the Company; the Company's net income before tax before
deducting remuneration to employees and Directors and after making up for losses should be applied
to pay remuneration to employees in an amount not exceeding 10% and not less than 0.01% of the
balance, and is issued after approval by the Board of Directors.
2. Peace of mind and security
(1) Emphasizing the creation of an intelligent and balanced work lifestyle to encourage colleagues
to take adequate vacations. In addition to the annual leave required by law, new recruits with
less than a year seniority are entitled leave that is better than the standards stipulated in the
Labor Standards Act.
(2) All full-time employees enjoy term life insurance of at least NT\$3 million, providing basic
security for their families.
(3) Employees are eligible for interest free loans to reduce the financial burden of employees who
are dealing with major life events. Types of applications include house purchase, marriage,
childbirth, car purchase, emergency aid, arrangements for new employees, etc.
(4) The Company cares for employees by providing cash gifts or gift certificates for marriage,
funeral, hospitalization, childbirth, and birthday.
(5) Enrollment in labor insurance for full salary, labor retirement pension contribution, and
enrollment in National Health Insurance as required by the law.
3. Workplace diversity and equality
(1) The appointment and promotion of employees is not affected by gender; women hold
approximately 43% of positions above the manager level; and 50% of positions above the
assistant manager level, higher than the proportion of female employees.
(2) A comfortable and private breastfeeding room is provided so that female employees will not be
disturbed or have pressure while breastfeeding.
(3) We provide employees with a friendly flexible unpaid parental leave environment. According
to the statistics, over 70% of female employees (also a number of male employees) had applied
for parental leave right after maternity leave. This has helped reduce the conflict between work
and family care for employees, so that employees do not have to cut their careers short due to
the need for short-term family care!
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
(III)
Does the Company
provide a safe and healthy
working environment and
provide employees with
regular safety and health
training?
V (III)
The Company persists in the vision that employees are key assets to our sustainable development and
believes that the safety and mental and physical health of employees are our key concerns. We are
committed to the continuous improvement of workplace environment and sees the enhancement of
employees' health and safety awareness as our goal. To this effect, the Company has stipulated the
following relevant management mechanisms and operation methods:
1. Occupational health and safety management systems
To fully implement occupational safety and health, we introduced the ISO45001 occupational safety
and health management system operating procedures in 2023, and obtained the IAS certification in
2024. The certificate is valid from December 24, 2024, to December 23, 2027. External certificate
renewal assessment will be conducted annually and re-assessment will be conducted every three
years. The system will continue to operate effectively through continuous improvement and
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
Implementation status Deviations from the
Sustainable Development
Yes No Summary for TWSE/TPEx Listed
Promotion item maintenance of internal management, and by helping relevant stakeholders to gain a clear
understanding of rights and obligations related to occupational health and safety through education,
training, and advocacy, we can reduce related risks.
2. Occupational health and safety policies and goals
(1) Regulatory compliance: Continue to promote systems and procedures that comply with
occupational safety and health laws, regulations, standards and their objectives.
(2) Hazard prevention: Commit to injury and disease prevention, health examination and promotion
to reduce the occurrence of harmful incidents, in order to ensure the safety of employees and
suppliers, contractors and visitors when entering the Company, and to build a safe, healthy and
zero-disaster environment.
(3) Full engagement: Instill occupational safety and health concepts into the training of employees,
suppliers, and contractors and actively promote them to strengthen all employees' awareness
and adaptability to occupational safety and health.
(4) Operational commitment: Supervisors at all levels commit to provide necessary resources and
implement occupational safety and health management to ensure the suitability, adequacy and
effectiveness of the management system.
(5) Sustainable operation: Effectively operate the occupational health and safety management
systems and continuously improve it to fulfill our responsibilities to customers, employees,
shareholders and society.
3. Occupational Safety and Health Committee
The Occupational Safety and Health Committee is established to enable employees to have a better
working environment; it regularly reviews, coordinates, and recommends matters related to
occupational safety and health management on a quarterly basis, and the committee is also used as
a channel for communication. It also encourages employees to submit safety and health
management-related suggestions according to the actual work situation via departmental
representatives, and participate in the process by which management measures are established.
Among the members there is a chairman and an executive secretary, among which the proportion of
employee representatives is 50%, meeting the statutory requirement that employee representatives
account for more than one third of the number of members.
4. Specific occupational health and safety measures
(1) Occupational hazard prevention and management
To ensure that employees can perform at their best in a safe and healthy workplace environment,
the Company continues to be committed to building and maintaining a safe workplace. To
ensure that the working environment and equipment always meet the highest safety standards,
we follow a strict automatic inspection schedule to conduct regular inspections, maintenance,
and improvements to workplace facilities at a fixed frequency. Specific tests include:

Regularly inspect the workplace and data center, and arrange necessary equipment
maintenance and testing. The scope includes daily inspections of electromechanical
equipment and air quality, quarterly water quality testing and semi-annual lighting and
illumination level assessments., etc.

Regularly maintain the air conditioner hosts and blowers to ensure the stable operation
and air circulation of the air conditioning system.

Conduct safety inspection of the building structure, check the structural inclination and
structural reinforcement of the shaft, and inspect the ceiling structures.

Annually inspect firefighting facilities and other building facilities to ensure that all safety
equipment is functioning properly to strengthen the overall workplace safety.
These measures not only ensure the safe use of facilities and equipment, but also further protect
the safety of employees during work, allowing employees to dedicate themselves to work in a
safe environment while promoting the Company's sustainable development.
In terms of the logistics center, according to the annual automatic inspection plan, regular
inspection and maintenance are carried out for equipment such as fork lifts, fire-fighting
facilities, electrical equipment, generators, elevators, automatic warehouse cranes, air
compressors and air-conditioning equipment; storage cabinets are installed for flammable
materials, reinforced and heightened guardrails are installed to prevent falls, and safety
standards for equipment maintenance by employees are enhanced.
(2) To protect the safety of employees and visitors, the Company has purchased public accident
liability insurance for all workplaces to reduce the risk of accidents to personnel and property.
In accordance with relevant laws and regulations, the Company has submitted public safety
inspection results on buildings and firefighting equipment to the competent authorities on a
timely basis to ensure that all facilities meet safety standards. The Company's dedicated
personnel have obtained the fire prevention management personnel certificate, and they
formulate and regularly update the fire protection plan for the workplace in accordance with the
law to ensure that the firefighting facilities are always in good operating condition and can
function quickly and effectively during emergency.
(3) The Company has formulated a "Hazard Identification and Risk Evaluation Management
Procedure" to regularly perform safety and health hazard identification work every year. Hazard
identification and risk evaluation management is conducted on business operations of each unit,
including routine and non-routine work contents. The risk level is determined through factors
such as risk frequency, probability of occurrence, and severity, so as to identify the chance and
severity of such occurrence and to classify the risk as either tolerable or intolerable risk. Further
analysis will be conducted on major occupational safety and health risks that will have an impact
on stakeholders, and the hazards that can be improved will be listed. The control methods,
improvement measures, and target management plans for planning countermeasures are
proposed, which will not only help strengthen workplace safety management, but also promote
the Company's sustainable development and employee well-being.
(4) Safety and health management personnel are established and arranged to participate in external
training. Internal safety and health education and training is also carried out. In order to further
enhance employees' safety awareness, the Company not only arranges safety and health
education and training for new employee orientation, but also provides continuous training for
current employees to strengthen their attention to workplace safety. Furthermore, work
environment facilities and work processes are also continuously improved to further reduce the
risk of occupational hazards. Two fire safety education and training sessions were held in 2024
in accordance with regulatory requirements. In addition, we also made sure that all required
training for occupational safety and health related personnel, such as refresher training for Type
A occupational safety and health business supervisors, refresher training for Class B
Best Practice Principles
Companies and reasons
occupational safety and health managers, fire prevention manager training, and first aid
personnel training are all within the validity period.
In addition, the logistics centers also targeted specific work characteristics, such as: Teaching
the correct posture for lifting heavy objects, and performing gymnastics warm-up exercises
Implementation status Deviations from the
Sustainable Development
Promotion item Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
(IV)
Has the Company
established an effective
career development and
capability training
program for employees?
V 5. Promoted a friendly workplace environment and employee health enhancement
(1) Arrange free health exams with necessary assistance to follow up on abnormal results, providing
comprehensive healthcare to safeguard the health of employees.
(2) Provided employees with comfortable, healthy, and friendly office equipment.
(3) Four major plans are implemented, including ergonomic hazard prevention plan, the abnormal
workload-induced disease prevention plan, the duty-related illegal infringement prevention
plan, and the maternal health protection plan, to protect the physical and mental health of
workers.
(4) We are committed to establishing a friendly and equal workplace without illegal infringements,
providing channels for complaints to be handled by dedicated personnel, and maintaining a safe
workplace environment.
(5) We have introduced mineral sparkling water dispensers in all offices across Taiwan to maintain
the quality of drinking water for our colleagues. This effort has been widely praised by our
colleagues.
6. Occupational accident statistics
The Company collects statistics on occupational accident cases every month and reports them
according to the requirements of the competent authority. In 2024, there was a total of 17
occupational accident cases involving 17 employees, accounting for 1.7% of the total number of
employees. Among which, 8 were traffic accidents on the commute to or from work, and 9 were
accidents caused by employees' negligence in their own safety while performing duties. In 2024,
the frequency rate of disabling injuries is 7.94, the rate of lost work days is 111 days (calculated in
calendar days), and the number of deaths due to work is 0.
After careful analysis, it was found that most of the reasons are traffic accidents (accounting for
more than 80% of all the incidents). Therefore, in order to improve employees' safety awareness
and reduce the risk of similar incidents, we actively enhance both internal education and training
and our safety awareness.
7. Statistics on fire incidents
There were no fire incidents.
(IV)
Synnex firmly believes: "Good employees make good departments, and good departments make a
good company." The Company has education and training courses arranged for the new recruits on
the day they report to work, and has planned professional job training. The Company advocates the
business operation and philosophy, including the concept of sustainable development in the courses.
In addition to face-to-face courses, we has also established Synnex College that allows employees to
learn online, independently and free from environmental limitations. Courses can be arranged flexibly
so that employees can continuously enhance their professional abilities. Through long-term internal
education and training, monthly reports, project sharing, and Synnex EMBA articles, we promote the
Company's corporate vision and values to achieve a subtle effect of learning by doing. Moreover, the
Company arranges oral reports and integrates reading in each stage of the career development in order
to help employees enhance career skills through systematic practice.
Each unit has a clear career development path. The software R&D unit ranges from basic programming,
system design, system analysis, and project management to cross-platform management. The business
unit ranges from internal office work, channel operation, product management, and product planning,
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
(V)
Do the Company's
products and services
comply with relevant laws
and international standards
in relation to issues such
as customer health and
safety, customer privacy,
and marketing and
labeling of products and
services, and are relevant
consumer or customer
protection and grievance
procedure policies
implemented?
V to departmental operations. Headquarter logistics unit ranges from basic execution to system design
planning and overseas management, as well as logistics system from on-site operation and online
supervision to potential operators. A sound career development system and personal ability-oriented
promotion system give employees goals and motivation to grow, and drive the Company's overall
performance and operations to break through to ever higher levels.
(V)
The Company is a high-tech product distribution and service industry and mainly serves consumers in
accordance with the service specifications of the manufacturers and government laws and regulations.
Synnex attaches great importance to consumer rights and satisfaction of various after-sales services.
The Company provides five major service networks to satisfy all types of customers, namely the Synnex
service centers around the nation, telephone customer service centers, APP/SMS information system,
maintenance pick-up and delivery, and home delivery service. We completed the real-time customer
evaluation system for home delivery services in 2020, so that customers can directly provide their
feedback and service rating. We improve customer service quality and quickly understand customer
feedback and deal with their concerns.
Synnex takes customer privacy very seriously and performs every step of our operations carefully to
guarantee customer privacy. There were no incidents of customer privacy violations in 2024.
1. information security management system
The Company uses computer information systems heavily to provide high-efficiency and high
quality services. In 2016, to ensure the safety of customer data, the Company has introduced the
ISO/IEC 27001 Information Security Management System (ISMS) and continuously obtained the
certification to ensure that the access and use of information are protected and comply with the
regulations.
All fields and categories that use customer personal information have imported and followed the
specifications of the ISO27001 information security management system.
2. Customer service:
(1) The employee work code includes the signing of agreements pertaining to customer privacy
rights.
(2) If there is a need for customers to provide their personal data (such as to third parties or product
suppliers), it will surely stem from customer requirements and consent will be obtained from
customers.
(3) Consumers are reminded to have their personal information deleted from their electronic
products before recycling.
3. Service query result privacy code masking
The results of the query for at-home installation, at-home maintenance, and other service business
progress query pages all cover personal information, protect the privacy of customers' personal
information, and abide by information security management standards.
4. The Company has the marketing and labeling of products and services handled in accordance with
the Commodity Labeling Act and the IT and Telecom (3C) labeling standard and other
requirements published by the Department of Commerce, MOEA. Moreover, the Company has
applied for electromagnetic waves and other inspections of the products by the Bureau of
Standards, Metrology and Inspection, MOEA so that consumers can understand the products fully.
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
Implementation status Deviations from the
Sustainable Development
Promotion item Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
(VI)
Does the Company
implement supplier
management policies,
requiring suppliers to
observe relevant
regulations on
environmental protection,
occupational health and
safety, or labor and human
rights? If so, describe the
results.
V (VI)
As a distributor for the high-tech industry chain, the products sold by Synnex span across four major
fields, namely commercial IT, home IT, ICT, and semiconductors. In terms of selecting partners, the
Company's focus is in fulfilling sustainable development as an important indicator for long-term
cooperation. In the implementation of vendors' sustainable development, the Company mainly
evaluates the following items:
1. "Honesty and integrity, clean transaction":
Link with the vendors and customers through our role as a distributor to jointly create a harmonious
trading environment. In addition to honoring the commitment to integrity, the Company shall also
comply with the related laws and regulations as a law-biding and practical enterprise.
2. "Green and environmental, recycle energy":
When selecting vendors and suppliers, the Company pays attention to whether the vendors and
suppliers comply with the requirements of EU environmental standards and national environmental
laws and regulations; also, aim for sustainable development and expand the overall green supply
chain performance. Synnex is committed to ensuring that manufacturers and suppliers are in
compliance with the requirements of EU environmental standards and national environmental laws
and regulations; also, aim for sustainable development and expand the overall green supply chain
performance. After reviewing the top 20 key suppliers, 100% declared on their official websites,
sustainability reports, or product statements, that their products all comply with international
environmental regulations and national environmental protection laws.
3. The Company attaches great importance to human rights issues. Although it is not directly
involved in the product manufacturing and production process, Synnex promises not to
intentionally purchase conflict minerals whether indirectly or directly, and also actively pays
attention to the conflict mineral policies of its suppliers.
If a supplier violates occupational safety and health or labor and human rights conditions or
regulations, the Company will reevaluate its partnership with the supplier.
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"
V.
Does the Company
prepare sustainability
reports and other reports
that disclose non-financial
information by following
international reporting
standards or guidelines?
Does the Company obtain
third-party assurance or
qualified opinion for the
reports above?
V The Company prepares its annual sustainability report in accordance with the GRI Standards issued by GRI.
The Company commissioned PwC Taiwan to establish limited assurance on our sustainability report in
accordance with the Statement of Assurance Principles No. 3000, "Audit and Review of Non-financial
Information" issued by the Accounting Research and Development Foundation.
In compliance with the
"Sustainable Development
Best Practice Principles
for TWSE/TPEx Listed
Companies"

VI. If the Company has established corporate social responsibility principles based on "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies", please describe any difference between the principles and their implementation: no difference.

VII. Other important information to facilitate a better understanding of the Company's implementation of sustainable development: Implementation status of environment-related issues:

1. Describe the board of directors' and management's oversight and governance of climate-related risks and opportunities.

As the occurrence of extreme weather incidents become more frequent worldwide, domestic and foreign climate-related laws and regulations become more rigorous, and even changes in consumer behaviors, could all potentially impact our revenue, product value, and even reputation. Therefore, Synnex actively responds to climate change risks and continues to promote climate governance to achieve low-carbon operations and environmental sustainability. The Board of Directors is the highest-ranking supervisory unit on climate change in Synnex, and it is responsible for approving, reviewing and supervising risk strategies and risk policies.

  • ⚫ On July 5, 2022, with the approval of the president, a risk management team was established under the supervision of the president.
  • ⚫ On August 4, 2022, upon resolution from the Board of Directors, risk management policy and procedures were formulated, and a dedicated (concurrent) risk management unit (Risk Management team) was also set up to promote risk management. Synnex's president serves as the convener of the Risk Management Team and conducts regular risk assessments and follow-up analyses and processing. In addition, it also reports annual risk evaluation results and risk management operations to the Audit Committee and the Board of Directors.
  • ⚫ By classifying the risks through their characteristics, with the exception of Risk Management Team, which oversees all risk management-related matters, each functional unit is also responsible for the preliminary risk identification, risk assessment and risk control. This promotes the efficiency in command and dispatch, selfassessment, and executions in the risk management organization. Projects involving major risks are submitted to each project review group for review in accordance with the Company's regulations based on the nature of the risk and the monetary value involved. Those that meet the required standards will be sent to the Audit Committee and the Board of Directors for approval.

2. Describe how the identified climate risks and opportunities affect the Company's business, strategy, and short, medium, and long-term financing.

Item Risk Type Opportunity Type Impact on operation Impact time Level of impact
Impact from extreme weather
incident (Typhoon/flood)
Long-term risk/physical risk Product / Service Operation/market risks Short-/Mid-/Long-term High
Impact of extreme temperature
changes (Drought)
Long-term risk/physical risk Product / Service Operation/market risks Short-/Mid-/Long-term High
Impact from policy and regulations Policy risks New energy Operational/market/policy risks Short term Medium
Global economic changes Market risk Market Market risk Short-/Mid-/Long-term Medium
Investment target impact Market risk Market Market risk Short term Medium

Definition of impact time: Short-term is within 3 years (inclusive); Medium term is more than 3 years to 10 years (inclusive); And long term is more than 10 years

3. Describe the financial impact of extreme weather events and transformative actions.

Synnex is a channel distributor, and the physical risks and transformative risks brought by climate change, have no potentially significant financial impact on the Company. If water and electricity consumption increases due to global warming, it has been evaluated that if water and electricity bills increase by 10%, the operating expense rate will only increase by 0.002%. Other potential risks have no significant impact as the Company has already implemented relevant response mechanisms.

Type Aspect Topics Description of potential risk Expected
impact
time frame
Potential
financial
impact
Response strategies
Physical
risk
Global
warming
Increased use
of electricity
or water
Increased use of electricity or water
due to climate warming may result
in increased operating costs.
Mid-
/Long-term
Increased
costs But no
significant
impact
1. Promote energy conservation and carbon reduction measures at
our operating sites
2. The new headquarters building has adopted a composite glass
curtain system with a built-in sun tracker system that
automatically adjusts lighting and air-conditioning to conserve
energy, aiming to achieve the LEED Gold certificate.
3. Actively replace and upgrade office equipment in various
operating sites; new offices will all use wireless phones,
wireless Internet, and LED lighting, etc.
Implementation status Deviations from the
Sustainable Development
Promotion item Yes
No
Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
Type Aspect Topics Description of potential risk Expected
impact
time frame
Potential
financial
impact
Response strategies
Physical
risk
Extreme
climate
events
Disruptions in
supply chain
As climate change intensifies, the
occurrence of extreme weather
events also increases. This may lead
to disruptions in our supply chain
that will cause delays in delivery,
which may decrease our revenue and
damage our reputation.
Mid-term Decline in
revenue But
no
significant
impact
1. Develop various emergency response standard operating
procedures (SOPs)
2. A remote backup mechanism has been established to prevent
business operations from being interrupted by climate change
or other factors.
Continued
development
of climate
Policy and
change
regulations
related
policies and
actions
Green supply
chain
Supply chain
Transition
management
risk
Transferred
in costs from
suppliers
Reputation
Reputation
risk
management
To limit any adverse effects that may
contribute to climate change and to
promote adaptation to climate
change, related policies and
regulations may increase the
Company's operating costs.
As losses from climate change
increase, the risk of climate-related
litigation may also increase
accordingly.
Mid-term Increased
operating
costs
Increase in
penalties
and
litigations
But no
significant
impact
1. Establish an internal inventory of electricity and water
consumption, carbon emissions, and other data, and regularly
inspect the effectiveness of environmental protection measures
2. Actively undertake stakeholder engagements including
discussion with the competent authority and relevant
organizations, and pay close attention to changes in domestic
and foreign laws and regulations
Our supply chain jointly pursues
green sustainability, and greenhouse
gas reduction management has
become a necessary evaluation
criteria in the procurement process.
It is SYNNEX's responsibility to
satisfy the needs of our customers
and to seize the ESG trends together
with customers.
Mid-term Increased
costs But no
significant
impact
1. Plan to obtain ESG-related third-party assurance/verification
2. Plan to deploy applicable international standards (such as ISO)
Transition
risk
1. The business model in our supply chain is shifting to direct
price negotiation between the original manufacturer and
The impact of climate change has
downstream customers, so that costs will be directly
Increased
led to an increase in the overall
transferred to the downstream. The operations and services
costs But no
operating costs of the supply chain,
Long term
provided by Synnex can mitigate the increase in the overall
significant
affecting product circulation
operating cost of the supply chain.
impact
efficiency and industry profitability.
2. Optimize investment portfolio of digital products and services
3. Purchase from multiple brands and expand business scale
4. Improve the flexibility of the overall supply chain
Failure to actively address
stakeholders' issues of concern
related to climate change will affect
the Company's image and credibility
Long term Decreased
revenue But
no
significant
impact
1. Establish communication channels to respond to issues or
needs that stakeholders are concerned about, and turn them
into driving forces for the Company's development towards a
sustainable and green enterprise.
Technology
risk
Support low
carbon, high
performance
technological
improvements
and
innovations
There may be lower-carbon
substitute products or services, or an
increase in operating costs by
switching to low-carbon
technologies and renewable energies
Mid-
/Long-term
Increased
operating
costs But no
significant
impact
1. Promote the digitization of operational processes (digital
signature, digital operations, electronic invoices)
2. Continue to promote low-carbon operations, implement
cardboard box recycling and reuse, and digitization of
operations
Type Aspect Topics Description of potential
opportunities
Expected
impact
time frame
Potential
financial
impact
Response strategies
Increased
customer
demand for
low-carbon
products and
services
Implement connectivity of digital
information in the service process to
integrate the upstream, midstream
and downstream supply chain into a
highly digitalized and energy-saving
green supply chain and satisfy the
needs of vendors and customers for
low-carbon services, thereby
achieving coexistence, synergy, and
co-prosperity in the industry
ecosystem!
Mid-term Increased
revenue
1. Launch the Management Service Platform (MSP)
2. Synnex actively plays the role of a digital integrator, providing
exclusive customized apps for hundreds of vendors, customers,
and partners. We have also expanded our digital connectedness
to financial service providers, logistics service providers, etc.
to provide various business opportunity development services
and business operations, and information analysis and
management services and more. Our services help to boost the
operational efficiency of the industrial chain, thereby further
reducing resource wastage and carbon emissions in supply
chain operations.
3. Build digital service platforms to meet various types of
business
Products
and
services
Supply chain
sustainability
By
emphasizing
supply chain
sustainability
and
operational
resilience, we
will build a
cloud
warehouse
operation
mechanism
that reduces
carbon
emissions and
conserve
energy
through
maximizing
resource
utilization
efficiency.
Short-chain logistics has become a
prominent part of the supply chain.
By reducing the physical logistics
nodes in the upstream and
downstream of the supply chain and
simplifying the supply chain
process, we are striving toward
optimizing the efficiency of the use
of the planet's resources, and this is
also an excellent opportunity for
Synnex to seize important logistics
resources.
Mid-term Decreased
costs
Increased
revenue
1. Information transparency: By comprehensively connecting the
value information in business operation, important business
information such as transaction flow, cargo flow, and cash flow
are made clear and transparent, allowing cloud warehouse
participants to instantly and comprehensively grasp important
information such as inventory movements, sales trends, market
supply distribution, and service progress.
2. Mutual benefits in cloud warehouse: The "cloud warehouse
mechanism" is focused on resource sharing and mutual benefit.
By gathering the necessary logistics needs of supply chain
participants to share warehousing space and distribution
resources, cloud warehouse participants are able to share the
operational benefits and resource utilization benefits brought
by economies of scale. The seasonal effects can be offset
between different participants, thus greatly improving the
flexibility of warehousing use.
3. Energy-saving logistics: Focus on managing "cargo rights",
and managing accounts rather than moving the goods around
to reduce transportation, thus saving energy and reducing
carbon emissions
4. Direct delivery of goods: Goods are delivered directly to
consumers, solving the multi-node logistics of traditional
transaction models and significantly reducing order processing
time, distance and logistics costs.
5. Automate business processes and eliminate inefficient manual
work through interconnecting internal system information.
6. Advocate for agile operating policies; use AI analysis to
remove inefficient businesses and focus resources on high
performance businesses
Implementation status Deviations from the
Sustainable Development
Promotion item Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
product requirements and supervision, low-carbon t management. 4. Describe how climate risk identification, assessment, and management processes are integrated into the overall risk management system. GHG emissions,

operating risks as well as the level of risks.
(1) Evaluation method
(2) Material risk management
(3) Implementation status
(4) Climate-related risk evaluation process
company-level risk (when a risk poses substantial and significant financial impact).
low-carbon operations and environmental sustainability.
decision of local management; they also make reports to the headquarters unit on a regular basis.
The Company integrates the identification of risks and opportunities on climate issues with the ISO 14001 process to effectively integrate the risk management system. The
Company engages in annual internal and external risk evaluation on environmental issues. All risk units under the Risk Management Team jointly collect information on
relevant climate risk issues, which serves as the basis of the risk evaluation. All risk units will review and assess the correlation between each issue and the Company's
Risk scenario analysis is conducted with reference to the TCFD reporting recommendations, and the main concerns are transformation risks (policies and
regulations/supply chain management) and physical risks (climate warming and extreme climate events); When the financial impact is significant, it is classified as a
For events that are judged as company-level risks, corresponding management plans must be prepared to reduce the losses caused by such risks. After analyzing all
possible management plans and formulating indicators, which can be divided into risk elimination, risk reduction, and risk diversification, etc., meetings will be held to
determine the final plan of action. These management plans are all regularly supervised and integrated into the Group's multi-faceted risk management.
The Company actively supports the Task Force on Climate-related Financial Disclosures (TCFD). It has disclosed annual work-in-progress and results according
to the TCFD's recommended framework since 2019, and officially signed on as a supporter in October 2021 to continue to promote climate governance to achieve
The Group adheres to the TCFD framework. Our operation and monitoring unit is the Logistics Quality Management Division of the group headquarters. Each
operation and operation base must regularly review the on-site operation standards and, implement various improvement and control operations under the
Internal issues, external issues, stakeholder engagement, issue collection
Identification of risks and opportunities
Risk evaluation
Financial impact, risk type (physical/transformation), impact time (short/medium/long-term),
affected objects in the value chain, risk likelihood, risk factor identification
Material risk
Non-material risk
Risk management plan/setting indicators Management plan/management measures
Monitoring and tracking
  • 5. If scenario analysis is used to assess resilience to climate change risks, the scenarios, parameters, assumptions, analysis factors and major financial impacts used should be described: N/A.
  • 6. If there is a transition plan for managing climate-related risks, describe the content of the plan, and the indicators and targets used to identify and manage physical risks and transition risks: N/A.

7. If internal carbon pricing is used as a planning tool, the basis for setting the price should be stated: N/A.

8. If climate-related goals are set, information such as the activities covered, the scope of greenhouse gas emissions, the planning period, and annual achievement progress should be explained; if carbon credits or renewable energy certificates () are used to achieve relevant targets, the source and quantity of carbon credits or RECs to be offset should be specified.

Synnex Group is a channel integration service provider for the high-tech industry. It is a low-energy-consuming and non-manufacturing enterprise, and most of our energy consumption is concentrated in energy usage in offices and storage centers.

Although the absolute amount of energy that can be controlled is limited, as corporate citizens, we are fully aware that it is our responsibility to mitigate and adapt to the threat of climate change. Therefore, one of our most important goals is to strive to conserve electricity and use low-energy solutions.

(I) Since 2022, Synnex's parent company in Taiwan has achieved verification by the third-party certification agency BSI, continues to obtain ISO14064-1 designation, and is even more focused on controlling operational carbon emissions.

As of 2024, the Taiwanese parent company's Category 1 and Category 2 carbon emissions have achieved a significant 24% reduction compared to the baseline year of 2022.

(II) Starting from 2024, Synnex expanded the self-inventory scope to include carbon emissions from subsidiaries in the consolidated financial statements, and the baseline year for the Group's emissions inventory was set at 2023.

Synnex Group's recent climate goals: Control the temperature rise at below 2°C.

The goal is to reduce the Group's Category 1 and Category 2 carbon emissions by 25% by 2030 compared to the baseline year of 2023.

At the same time, we review key plans for the following year and achieve carbon emission reduction goals on an annual basis.

9. Greenhouse gas inventory and assurance, reduction targets, strategies and specific action plans

1-1Greenhouse Gas Inventory and Assurance Status in the Past Two Years

1-1-1 Information on greenhouse gas inventories

Describe the emission volume (metric tons CO2e), intensity (metric tons CO2e/NTD million) and data coverage of greenhouse gases in the past two years.

  • (I) The Taiwanese parent company of Synnex Group has deployed and completed ISO14064-1 greenhouse gas inventory since 2022. Please refer to the table below for certified emissions.
  • (1) Parent company began self-inventories in 2022 and verified its greenhouse gas usage and emissions through a third-party verification agency.
  • (2) The subsidiaries within the consolidated financial statements began to conduct their own emissions inventories starting from 2024.

Promotion item

Yes No Summary Companies and reasons
Year 2023 2024
Item (Unit) Emission volume Intensity Emission volume Intensity
Metric tons CO2e Metric ton CO2e /
NT\$ million revenue
Metric tons CO2e Metric ton CO2e /
NT\$ million revenue
Taiwanese Category 1 Direct GHG emissions 1,485.3184 1,351.9301
parent
company
Category 2 Indirect GHG emissions 1,886.4435 1,508.8446
Subtotal 3,371.7619 2,860.7747
All subsidiaries Category 1 Direct GHG emissions 852.3595 989.7518
included in the
consolidated
financial report
Category 2 Indirect GHG emissions 3,506.4372 3,258.9791
Subtotal 4,358.7967 4,098.6842
Total 7,730.5586 0.0195 7,109.5056 0.0163

The Group's total carbon emissions (Taiwanese parent company and all subsidiaries in the consolidated financial statements) decreased by 8% in 2024 compared to 2023, with a total reduction of 621.0530 metric tons of CO2e.

(II) Scope of emissions covered in the assurance: Synnex Taiwanese parent company has a total of 5 locations

(1) Synnex Group-Taipei Headquarters, includes subsidiaries Synergy Intelligent Logistics Corp., Synergy Intelligent Technology Co., Ltd., Seper Technology Corp., and E-Fan Investments CO., LTD.

  • (2) Synnex Technology International Corp. Linkou, including subsidiary Synergy Intelligent Logistics Corp.
  • (3) Synnex Technology International Corp. Hsinchu, includes subsidiaries Synergy Intelligent Logistics Corp. and Bestcom Infotech Corp.
  • (4) Synnex Technology International Corp. Taichung, includes subsidiaries Synergy Intelligent Logistics Corp. and Bestcom Infotech Corp.
  • (5) Synnex Technology International Corp. Kaohsiung, includes subsidiary Bestcom Infotech Corp.

1-1-2 GHG Assurance Information

  • (I) Description of assurance
  • (1) Starting from 2024, the parent company should disclose the greenhouse gas inventory verification of the previous year (2023) in the annual report it announces. The Company has taken the initiative to move this timeline up to 2022, in which we obtained assurance from third-party verification agency and disclosed the assurance status in our Sustainability Report.
  • (2) Starting from 2025, subsidiaries included in the consolidated financial statements should disclose in their annual reports the greenhouse gas inventory information for the previous year (2024) and disclose the greenhouse gas reduction targets, strategies and specific actions for the current year (2025). They should also disclose the verification information and assurance status of the previous year (2026) starting in 2027.

The Taiwanese parent company of Synnex Group has deployed ISO14064-1 since 2022, and the BSl was commissioned to carry out third-party external verification and to continue to obtain certification in each year.

The verification operations and scope follow ISO14064-1:2018, which standardizes the quantification and reporting of greenhouse gas emissions and removals at the organizational level (Greenhouse gases - Part 1: Specification with guidance at the organization level for quantification and reporting of greenhouse gas emissions and removals).

The scope of the verification is the Taiwanese parent company of Synnex Group (For details, please refer to 1-1-1 Description of Boundaries)

The verification assurance level is set as: Direct emissions and indirect energy emissions are at reasonable guaranteed levels; Others are set for limited guarantee levels.

To confirm the scope and organization, please refer to 1-1-1

(II) Assurance opinion

Synnex Headquarters is expected to move to new building in Nangang in Q3 2024. The scope of emissions and the baseline year will be reset, and the scope of activities and equipment to be replaced at the previous location must be noted.

The implementation status of greenhouse gas inventory of the Company and certain subsidiaries included in the consolidated financial statements in the past two years is as follows:

Scope of emissions covered by the assurance: 2023 emissions 2024 emissions
Taiwanese parent company (Metric tons CO2e) (Metric tons CO2e)
Category 1: Direct GHG emissions 1,485.3184 1,351.9301
Category 2: Indirect GHG emissions 1,886.4435 1,508.8446
Total 3,371.7619 2,860.7747
Ratio accounted in preceding inventories disclosed
in 1-1-1
100% 100%
Assurance body BSI BSI
Description of assurance ISO14064-1 Direct emissions and indirect
emissions are at reasonable guaranteed levels
ISO14064-1 Direct emissions and indirect
emissions are at reasonable guaranteed levels
Assurance opinion/conclusion None None
Certain subsidiaries in consolidated financial
statements
2023 emissions 2024 emissions
Category 1: Direct GHG emissions
Category 2: Indirect GHG emissions
Total
Ratio accounted in preceding inventories disclosed
in 1-1-1
0% 0%
Assurance body
Description of assurance Not yet introduced, researching for an assurance agency and we are expected to execute 2026 data
assurance in 2027
Assurance opinion/conclusion
Describe the baseline year for greenhouse gas reduction and its data, reduction goals, strategies, specific action plans and current achievement of reduction goals.
(I) Baseline year for GHG reductions and reduction goals
As of 2024, the Category 1 and Category 2 carbon emissions of Synnex's parent company in Taiwan have achieved a 24% reduction compared to the baseline
year of 2022, showing a reduction volume of 510.9872 metric tons CO2e compared with the previous year.
And starting from 2024, Synnex expanded the self-inventory scope to include carbon emissions from subsidiaries in the consolidated financial statements.
Hence, the baseline year for the Group's emissions inventory was set at 2023.
Synnex Group's recent climate goals: Control the temperature rise well below 2°C.
We expect to achieve the goal of reducing the Group's Category 1 and Category 2 carbon emissions by 25% by 2030 compared to the baseline year of 2023
through the following reduction strategies.
(II) Greenhouse gas reduction strategies and specific action plans
(1) The Taiwanese parent company of Synnex Group has deployed ISO14064-1 greenhouse gas inventory at operating sites since 2022. It has been certified
by external assurance body and continues to obtain certificates every year.
(2) In 2024, we voluntarily completed inventory of Taiwan subsidiaries and overseas subsidiaries in: China, Hong Kong, Australia, New Zealand GHG
emissions inventory at the above-mentioned sites.
(3) The headquarters was moved to the new Nangang building in August 2024.
The new Nangang Building uses smart energy-saving design to achieve green building design and to continuously evolve.
1.
The "Four No" Designs in Office Areas: Touchless, wireless, paperless, and waste-free space (garbage is moved to the garbage collection point at
kitchens, reducing garbage and waste).
2.
DOAS intelligent elevator dispatching system is used. The intelligent calculation dispatches the closest elevator, while taking into account
transportation efficiency, energy conservation, and security.
3.
All air conditioners are turned on and off on a timed basis to avoid operating in empty rooms to save electricity.
4.
The office is equipped with a 32 cm thick "Double Skin" glass curtain system to directly extract hot air to the outside. Achieves a high thermal
insulation effect that maximizes energy saving.
5.
The automated sun-tracking blinds can automatically open and close and varies according to the different times of sunrise and sunset and the angle of
sunlight, thus achieving good heat insulation effect when combined with the above-mentioned glass curtain system. The heat recovery ventilation in
the office area can further reduce energy consumption from air conditioning, achieving energy conservation and carbon reduction.
6.
Lighting and air conditioning is controlled centrally to improve energy management efficiency and save energy.
(4) Evaluate Synnex's overseas subsidiary in Australia and install solar panels to store and generate electricity and achieve circular use.
(5) Continuously conduct inventories on the Company's energy-consuming equipment, and to replace old and worn equipment based on energy conservation
and carbon reduction goals.
(III) Current reduction achievement status
The Group will continue to digitize operations to achieve energy conservation and carbon reduction. Develop smart warehousing systems and smart
transportation scheduling to effectively improve operational efficiency, reduce waste, and improve efficiency.
The energy-saving and emission-reduction projects will be gradually promoted from Synnex's parent company in Taiwan to all branches of the Group at home
and abroad.
Water usage from Taiwanese parent company: In 2024, water use has decrease by 17% compared with 2023, and the total volume was reduced by 3,288 metric
tons.
Achievements in operational waste reduction, recycling, and reuse at Taiwanese parent company: In 2024, waste has decrease by 5% compared with 2023, and
the total volume was reduced by 9 metric tons.
Carton re-use and recycling at Taiwanese parent company: 72,372 in total in 2024, accounting for 18%
Group operational carbon reduction achievement:
The Group's total carbon emissions decreased by 8% in 2024 compared to 2023, with a total reduction of 621.0530 metric tons of CO2e.
In 2024, Category 1, total direct greenhouse gas emissions, has decreased by 6% compared with 2023, showing a total reduction of 4.0040 metric tons CO2e.
In 2024, indirect greenhouse gas emissions from energy input, or Category 2 emissions, have decreased by 12% compared to 2023, with a total reduction of
625.0570 metric tons CO2e.

Implementation status

Yes No Summary

Promotion item

(VI) Implementation of ethical corporate management and measures and departure from "Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies" and reasons

Deviations from
Corporate Governance
Assessed areas Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
I.
Establishment of ethical corporate
management policy and approaches
(I)
Has the Company implemented a
board-approved ethical corporate
management policy and stated in its
regulations and external
correspondence the ethical corporate
management policy and practices, as
well as the active commitment of the
Board of Directors and management
towards enforcement of such policy?
V (I) The Company's Board of Directors has passed and established the "Ethical Corporate
Management Best Practice Principles" on March 17, 2011, passed the revisions in
response to the regulations on March 16, 2015 and March 13, 2020, which have
already been disclosed on the Company's website: In addition, since 2013, the
Company's sustainable development report has been issued annually, conveying the
Company's efforts and contributions to fulfilling social responsibilities to
stakeholders. The Group's senior management and the members of the Board of
Directors are responsible for supervising business conduct while the upholding of the
concept of integrity in order to create an operational environment that is conducive
to sustainable development.
In compliance with the
concept and
implementation of the
"Ethical Corporate
Management Best
Practice Principles for
TWSE/TPEx-Listed
Companies".
(II)
Does the Company have mechanisms
in place to assess the risk of unethical
conduct, and perform regular analysis
and assessment of business activities
with higher risk of unethical conduct
within the scope of business? Does the
Company implement programs to
prevent unethical conduct based on the
above and ensure the programs cover at
least the matters described in
Paragraph 2, Article 7 of the Ethical
Corporate Management Best Practice
Principles for TWSE/TPEx Listed
Companies?
V (II) In the "Ethical Corporate Management Best Practice Principles", the Company
clearly establishes the prevention of unethical conduct such as bribery and accepting
bribes, offering or accepting improper benefits, offering or promising facilitation
fees, offering illegal political donations, engaging in unfair competition, providing
improper charitable donations or sponsorships, disclosing confidential information,
and damaging the rights and interests of stakeholders. The Company has taken
preventive measures and conducted education and promotion to implement the
ethical corporate management policy.
(III)
Does the Company provide clearly the
operating procedures, code of conduct,
disciplinary actions, and appeal
procedures in the programs against
unethical conduct? Does the Company
enforce the programs above effectively
and perform regular reviews and
amendments?
V (III) The Company set up the "whistleblowing system" on December 12, 2018. The
disciplinary actions and complaint systems are established to prevent bribery and
taking bribes and prohibit providing illegal political contributions, improper
charitable donations or sponsorship, and offering or accepting unreasonable gifts,
entertainment, or other improper benefits for the operating activities stated in Article
7 Paragraph 2 of the "Ethical Corporate Management Best Practice Principles for
TWSE/TPEx-Listed Companies" or other business activities subject to higher risk of
fraud. In December 2024, a total of 954 current employees in Taiwan were given
online courses on insider trading prevention and control, with the following course
outline: Insider trading concepts and regulations, legal liability and civil liability
cases, and slide show files are uploaded onto the Company's internal system for
employees to read and inquire. Newly-appointed directors and managers provide
relevant information on norms to promote prevention of insider trading when they
take office. In order to prevent insiders from violating relevant laws and regulations
on securities trading, we inform insiders of the common violations listed in the
letters and documents of the Taiwan Stock Exchange from time to time, and remind
them that they shall handle them in accordance with the regulations.
II.
Full Implementation of Ethical
Management Principles
(I)
Does the Company evaluate the
integrity of all counterparties it has
business relationships with? Are there
V (I) The contract signed with important suppliers of the Company already contain a
commitment to integrity clause.
In compliance with the
concept and
implementation of the
any integrity clauses in the agreements
it signs with business partners?
(II)
Does the Company have a dedicated
unit responsible for business integrity
under the board of directors which
reports the ethical management policy
and programs against unethical conduct
regularly (at least once a year) to the
V (II) On July 5, 2022, the Company established an Ethical Corporate Management Team,
in which the Group CEO serves as its convener. Based on the duties and scope of
each unit, the Ethical Corporate Management Team is responsible for assisting the
Board of Directors and management in formulating and supervising the
implementation of preventive measures under the ethical corporate management
policy.
"Ethical Corporate
Management Best
Practice Principles for
TWSE/TPEx-Listed
Companies".
board of directors while overseeing
such operations?
(III)
Has the Company established policies
to prevent conflicts of interests,
implemented such policies, and
provided adequate channels of
communications?
V (III) The Ethical Corporate Management Team reported the situation of its operations to
the Board of Directors on November 4, 2024.
The Company has established the ethical corporate manage ment best practice
principles and whistleblowing system, which have clearly defined the policy to
prevent conflicts of interest and all units are required to implement it. The Company
and the Company's website provide unobstructed channels for employees to express
their opinions. Moreover, situations where a proposal at a given the Company's
Board of Directors meeting concerns the personal interest of any of the directors
have been processed in accordance with the relevant director conflicts of interest
(IV)
Does the Company have effective
accounting and internal control systems
in place to implement business
integrity? Does the internal audit unit
follow the results of unethical conduct
risk assessments and devise, to audit
the systems accordingly to prevent
unethical conduct, or hire outside
accountants to perform the audits?
V (IV) regulations of the Rules of Procedure for Board of Directors Meeting.
The Company has established and follows effective accounting systems and internal
control systems, and conducts reviews regularly so as to ensure that the design and
enforcement of the systems continue to be effective. The Company's internal audit
unit shall regularly and irregularly review the status of the Company's internal
control systems compliance and prepare audit reports for submission to the Board of
Directors.
(V)
Did the Company regularly provide
internal and external training programs
on integrity management?
V (V) We held diversified advocacy courses on ethical corporate management, promoted
core concepts through smartphone applications, conducted internal and external
promotion of ethical corporate management, anti-corruption and sustainable
management, and placed briefing files in the Company's internal system for
employees to review and reference.
Implementation status Deviations from
Corporate Governance
Assessed areas Yes No Summary Best Practice Principles
for TWSE/TPEx Listed
Companies and reasons
III. Operation of whistleblowing system
(I)
Has the Company established concrete
whistleblowing and reward system and
have a convenient reporting channel in
place, and assign an appropriate person
to communicate with the accused?
(II)
Does the Company have in place
standard operating procedures for
investigating and processing reports, as
well as follow-up actions and relevant
post-investigation confidentiality
measures?
(III)
Did the Company adopt measures for
protecting the whistleblower from
improper treatment or retaliation?
V
V
V
(I)
The Company has established the whistleblowing system, formulated the reporting
and reward mechanism, and established and announced an internal independent
reporting mailbox for internal and external personnel to use. The Risk &
Management & Planning Div. processes and investigates the reported cases.
(II)
The Company has established a whistleblowing system and created an independent
reporting mailbox for processing the whistleblowing procedures. the Company has
also established standard operating procedures for investigating reported cases and
related confidentiality mechanism to ensure the confidentiality of investigation
operations and audit documents of the reported cases.
(III)
The identity of the whistleblower and the content of the report shall be kept
confidential, and no information sufficient to identify the whistleblower shall be
disclosed. The whistleblower shall not be terminated, dismissed, demoted, reduced in
salary, or have her legal rights, contractual rights, or customary rights and interests
harmed, or otherwise be placed at a disadvantage due to the case reported by the
whistleblower. The relevant personnel who processes the reported case shall strictly
In compliance with the
concept and
implementation of the
"Ethical Corporate
Management Best
Practice Principles for
TWSE/TPEx-Listed
Companies".
IV. Enhancing information disclosure
Has the Company disclosed its integrity
principles and progress onto its website
and MOPS?
V.
V keep secret the identity of the informer and the contents of the report. The Company
shall impose internal penalties according to the seriousness of the circumstances on
those in violation of the previous two provisions.
The Company has established the Ethical Corporate Management Best Practice Principles
and disclosed the principles in the "Corporate Governance" section of the Market
Observation Post System, as well as the Company's website https://www.synnex
grp.com/tw/hoest-business. the Company also discloses the operations of the Ethical
Corporate Management Best Practice Principles in the annual reports.
The Company shall establish its own Ethical Corporate Management Best Practice Principles based on the "Ethical Corporate Management Best Practice Principles for
In compliance with the
concept and
implementation of the
"Ethical Corporate
Management Best
Practice Principles for
TWSE/TPEx-Listed
Companies".

TWSE/TPEx-Listed Companies" and clearly articulate the differences between its operations and the established code: The Company has established our Ethical Corporate Management Best Practice Principles and is in compliance with the concept and implementation of the "Ethical Corporate

Management Best Practice Principles for TWSE/TPEx-Listed Companies". VI. Other important information to facilitate a better understanding of the Company's implementation of ethical corporate management: (such as review and amendment of ethical

management rules) 1. In response to the amendments to the laws and regulations, the Company's "Ethical Corporate Management Best Practice Principles" has been submitted to the Board of Directors on March 13, 2020 for discussion and revision to enhance the effectiveness of the Company's integrity management.

  1. The Company has defined the system for recusal of directors for conflict of interests in the Rules and Procedures for Board of Directors Meetings. If a director, or a corporate entity that the director represents, is considered an interested party in the discussed agenda, a full disclosure is required during the current meeting session. The director shall recuse himself/herself from all discussions and voting if it is in conflict against the Company's interests. In which case, the director shall not exercise voting rights on behalf of other directors.

(VII) Other significant information which may improve the understanding of the implementation of corporate governance:

Please refer to Synnex's website: https://www.synnex-grp.com/tw

(VIII) Status of implementation of internal control system:

The information can be found in the "Corporate Governance" section of the Market Observation Post System at https://mops.twse.com.tw/

(IX) Important resolutions of Shareholders' Meeting and Board of Directors:

Shareholders' Meetings

Date of
meeting
Summary of important resolutions Result Implementation status
1. Approved 2023 financial statements. Adopted. Complied with the resolution.
2. Approved 2023 earnings distribution.
Shareholder's dividend: NT\$3.0 cash dividend per share.
Adopted. Set June 30, 2024 as the record date for distribution of cash dividends, and
distributed cash dividends on July 19, 2024.
2024.05.31 3. Partial revision of the Company's Articles of
Incorporation.
Adopted. Uploaded on the Company's website and processed in accordance with the amended
Articles of Incorporation and Rules of Procedure for Shareholders' Meetings.
4. Partial revision of the "Procedures for Derivatives
Transactions".
Adopted. Uploaded on the Company's website and executed in accordance with the amended
Procedures for Engaging in Financial Derivative Transactions.
5. Discussion on partial revision of the "Rules of Procedure
for Shareholders' Meetings".
Adopted. Uploaded on the Company's website and processed in accordance with the amended
Rules of Procedure for Shareholders' Meetings.

Board of Directors

Date of
meeting
Summary of important resolutions Result
1. 2024 operating plan of the Company. Adopted by all the present directors without objection
2. Declaration on Internal Control. Adopted by all the present directors without objection
3. Partial revision of the Company's Articles of Incorporation. Adopted by all the present directors without objection
4. Partial revision of the "Procedures for Derivatives Transactions." Adopted by all the present directors without objection
5. Discussion on partial revision of the "Rules of Procedure for Shareholders' Meetings." Adopted by all the present directors without objection
6. Partial revision of the "Procedures for Related Party Transactions." Adopted by all the present directors without objection
7. The Company's 2023 payment of the remuneration to the employees and Directors. Adopted by all the present directors without objection
8. The Company's 2023 financial statements. Adopted by all the present directors without objection
2024.03.13 9. 2023 Business Report. Adopted by all the present directors without objection
10.The Company's 2023 earnings distribution proposal. Adopted by all the present directors without objection
11.Authorization of the Chairman to determine the Company's 2023 cash dividend distribution base date. Adopted by all the present directors without objection
12.To re-elect the directors. Adopted by all the present directors without objection
13.List of candidates for directors and independent directors passed by the Board of Directors. Adopted by all the present directors without objection
14.Discussion on releasing directors of the Company from non-competition restrictions. Adopted by all the present directors without objection
15.Convention of the 2024 annual shareholders' meeting. Adopted by all the present directors without objection
16.Proposal to evaluate the independence and competence of CPAs. Adopted by all the present directors without objection
2024.05.09 1. The Company's consolidated financial report for Q1 2024. Adopted by all the present directors without objection
1. Elected Director Miau, Matthew Feng Chiang as Chairman. Adopted by all the present directors without objection
2. Appointment of members of the Remuneration Committee. Adopted by all the present directors without objection
2024.05.31 3. Proposal for retroactive adjustment of the date of effect for independent director Chung, Hui-Min, who
within three months from the date of election, has signed an industry-university cooperation and
academic feedback mechanism contract with National Yang Ming Chiao Tung University.
Adopted by all the present directors without objection
1. The Company's 2023 Sustainability Report. Adopted by all the present directors without objection
2024.08.08 2. The Company's consolidated financial report for Q2 2024. Adopted by all the present directors without objection
2024.09.24 1. Change of business registration address of the Company. Adopted by all the present directors without objection
1. Proposed amendment to the Rules and Procedures for Board of Directors Meetings. Adopted by all the present directors without objection
2. Proposal to amend the Company's Audit Committee Charter. Adopted by all the present directors without objection
3. The Company's 2025 audit plan. Adopted by all the present directors without objection
2024.11.04 4. Proposal to formulate the "Sustainable Information Management Procedures" and "Sustainable
Information Management Audit".
Adopted by all the present directors without objection
5. The Company's consolidated financial report for Q3 2024. Adopted by all the present directors without objection
6. The loan to Seper Technology Corp. Adopted by all the present directors without objection
7. The loan to SYNNEX GLOBAL LTD. Adopted by all the present directors without objection
8. The company's 2025 remuneration plan for managers. Adopted by all the present directors without objection
1. 2025 operating plan of the Company. Adopted by all the present directors without objection
2. Declaration on Internal Control. Adopted by all the present directors without objection
3. The Company's scope of grass-roots employees. Adopted by all the present directors without objection
4. Partial revision of the Company's Articles of Incorporation. Adopted by all the present directors without objection
5. The Company's 2024 payment of the remuneration to the employees and Directors. Adopted by all the present directors without objection
2025.03.12 6. The Company's 2024financial statements. Adopted by all the present directors without objection
7. 2024 Business Report. Adopted by all the present directors without objection
8. The Company's 2024 earnings distribution proposal. Adopted by all the present directors without objection
9. Authorization of the Chairman to determine the Company's 2024 cash dividend distribution base date. Adopted by all the present directors without objection
10.Convention of the 2025 annual shareholders' meeting. Adopted by all the present directors without objection
11.Proposal to evaluate the independence and competence of CPAs. Adopted by all the present directors without objection

Note: The above specified only partial information of the meetings of the Board of Directors and Shareholders; the information disclosed here only includes the information that the Company believes may have significant impact on investors.

(X) Director objections

For the Company, in 2024 and in 2025 up to the date of this year's annual report, no Directors had different opinions.

III. Information on CPAs

(I) Information on Fees to CPAs:

Unit: NT\$ thousand

Name of accounting firm Name of
Accountants
Accountant's duration of
audit
Audit fee Non-audit fee
(Note 2)
Total Remarks
PwC Taiwan Huang, Shih
Chun
Liang, Yi
Chang
2024.01.01~2024.12.31 21,110 6,555
(Tax services 5,940, others 615)
27,665 None

Note 1: It includes service fees for domestic and overseas subsidiaries.

Note 2: Non-audit fee service content: (1) GCD project

(2) Corporate main file, and country report project services.

  • (3) Tax audit and consulting services
  • (4) Tax declaration services for concurrent business operators

(5) Social responsibility report assurance services

(6) ISO27001 Information Security consulting services

Note 3: If the Company changes accounting firm and the amount of audit fee paid is less than that in the year before, the amount and reason of audit fees before and after the change: None.

Note 4: If the audit fees decreased more than 10% from that of the prior year, the amount, percentage, and reasons for the decrease in audit fees shall be disclosed: None.

(II) Information on the change of CPAs: None.

(III) The Chairman, president, and financial or accounting manager of the Company who had worked for the CPA or the affiliate in the past year: None.

IV. Changes in shareholdings of Directors, Supervisors, managers, and principal shareholders

Please refer to the "Directors, Supervisors, Managers and Major Shareholders with Equity Differences of 10% or More" section of the Market Observation Post System (MOPS) at https://mopsplus.twse.com.tw/mops/#/web/IRB110

V. The relationships between the top ten shareholders:

2025.03.31
Name Shares held in this
person's name
Shares held by spouse
and underage children
Total shareholding by
nominee arrangement
Titles, names and relationships between top 10
shareholders (related party, spouse, or kinship within the
second degree according to SFAS No. 6).
Remarks
Shares Percentage
of shares
Shares Percentage
of shares
Shares Percentage
of shares
Name Relationship
MiTAC Inc.
Representative: Miau, Matthew
Feng Chiang
260,521,054 15.62 - - - - Miau, Matthew Feng Chiang
Lien Hwa Industrial Holdings
Corp.
Chairman
The Chairman himself
Yuanta Taiwan Dividend Plus ETF
account
85,479,755 5.12 - - - - - -
Fuh Hwa Taiwan Technology
Dividend Highlight ETF Securities
Investment Trust Fund Account with
Taipei Fubon Commercial Bank
Co., Ltd. acting as custodian
60,915,000 3.65 - - - - - -
Lien Hwa Industrial Holdings Corp.
Representative: Miau, Matthew
Feng Chiang
59,526,125 3.57 - - - - Miau, Matthew Feng Chiang
MiTAC Inc.
Chairman
The Chairman himself
Morgan Stanley Capital
International
managed account with HSBC
(Taiwan) acting as custodian bank
54,528,801 3.27 - - - - - -
Yuanta Taiwan Value High Dividend
ETF Securities Investment Trust
Fund Account with Hua Nan
Commercial Bank Ltd. acting as
custodian
36,197,000 2.17 - - - - - -
Tu, Shu-Wu 36,156,381 2.17 1,587,245 0.10 - - Rong Syuan Investments Co., Ltd.
Representative Tu, Ying-Hsuan
First-degree relative
Rong Syuan Investments Co., Ltd.
Representative: Tu, Ying-Hsuan
35,970,086 2.16 - - - - Tu, Shu-Wu First-degree relative
Yuanta Taiwan High Dividend Low
Volatility ETF
32,569,000 1.95 - - - - - -
Miau, Matthew Feng Chiang 28,452,004 1.71 - - - - MiTAC Inc.
Lien Hwa Industrial Holdings
Corp.
Chairman
Chairman

VI. Comprehensive shareholding ratio of investment entities

2024.12.31
Investment entities Investment by the Company Investments in enterprises
directly or indirectly controlled
by the Company
Investments by directors,
supervisors, and managerial
officers of the Company
Comprehensive investment
Shares % Shares % Shares % Shares %
Redington Ltd. 188,591,880 24.12 - - - - 188,591,880 24.12
Synnex (Thailand) Public Company Ltd. 338,939,513 40.00 - - - - 338,939,513 40.00
Synnex FPT Joint Stock Company - - 55,854,748 47.27 - - 55,854,748 47.27

03 Capital overview

I. Capital and shareholding

(I) Share capital source

2025.03.31
Unit: Share/thousand NT\$
Share capital source Amount Shares Percentage (%)
Authorized capital 202,312 20,231,233 1.21
Issuance of common stock 923,772 92,377,176 5.54
Profit to capital Increment 13,513,221 1,351,322,076 81.02
Capital surplus transferred to capital 542,000 54,200,000 3.25
Exchange of shares 224,120 22,412,000 1.34
Employee stock options 215,780 21,578,000 1.29
Convertible bonds 1,058,265 105,826,483 6.35
Total 16,679,470 1,667,946,968 100.00

(II) Category of shares

Unit: Share
Category of shares Current outstanding shares
(listed)
Unissued shares Total Remarks
Registered ordinary shares 1,667,946,968 732,053,032 2,400,000,000 -

(III) List of major shareholders

2025.03.31
Name of major shareholder Shares held Shareholding percentage (%)
MiTAC Inc. 260,521,054 15.62%
Yuanta Taiwan Dividend Plus ETF account 85,479,755 5.12%
Fuh Hwa Taiwan Technology Dividend Highlight ETF Securities Investment Trust Fund Account with
Taipei Fubon Commercial Bank Co., Ltd. acting as custodian
60,915,000 3.65%
Lien Hwa Industrial Holdings Corp. 59,526,125 3.57%
Morgan Stanley Capital International managed account with HSBC (Taiwan) acting as custodian bank 54,528,801 3.27%
Yuanta Taiwan Value High Dividend ETF Securities Investment Trust Fund Account with Hua Nan
Commercial Bank Ltd. acting as custodian
36,197,000 2.17%
Tu, Shu-Wu 36,156,381 2.17%
Rong Syuan Investments Co., Ltd. 35,970,086 2.16%
Yuanta Taiwan High Dividend Low Volatility ETF 32,569,000 1.95%
Mei-An Investment Corp. 28,452,004 1.71%

2025.03.31

II. Dividend policy and implementation status

(I) Divided policy

According to the company's Articles of Incorporation, the company's annual earnings at the end of the accounting year shall be first subject to taxation, reimbursement of previous losses, followed by a 10% provision for legal reserve and special reserve or reversal by law. The Board of Directors shall draft distribution proposals for any remainder plus any accumulated undistributed surplus. Where dividends are distributed in the form of stocks, the distribution shall be subject to the approval of the shareholders' meeting. Where dividends are distributed in the form of cash, the board of directors is authorized make such distribution by approval of more than half of the directors present at the meeting, where more than two-thirds of the directors are present, and shall also be reported at the shareholders' meeting. The cash dividend ratio may not be less than 15% of the total current dividend distributed to shareholders.

Since the company adopts the "active and stable dividend distribution" policy, distribution has exceeded 60% of the year's recurring profits for the most recent three years. This will continue to be our goal in the future, so that Synnex's shareholders will have long-term and stable income from dividends. If there is an increase in the need for funds due to business growth and mergers and acquisitions, the company will independently seek funding methods without affecting dividend distribution.

(II) Surplus distribution in the most recent three years

Unit: NTD
Periods Earnings per share
(NTD)
Distribution date Cash dividend per share (NTD) Total amount of surplus
distribution (in NTD thousand)
Earnings distribution ratio
2022 9.44 2023.07.06 3.50 5,837,814 37% / 64% (Note 3)
2023 4.37 2024.07.19 3.00 5,003,841 69%
2024 5.52 - (Note 1) 4.00 (Note 2) 6,671,788 72%

Note 1: The chairman is authorized to set the dividend distribution date for the Company's 2024 cash dividend, which has not been set as of the date of publication.

Note 2: The Company's 2024 earnings distribution proposal was approved by the Board of Directors on March 12, 2025.

Note 3: The earnings distribution ratio was calculated after excluding one-time profits.

(III) Uncompensated distribution of shares and its impact on company operation and EPS: Not applicable since the current shareholder's meeting did not propose uncompensated distribution of shares.

III. Information on employee bonus and director remuneration

Provisions of the Articles of Incorporation

According to the Company's Articles of Incorporation, the Company's net income before tax before deducting remuneration to employees and directors and after making up for losses should be applied to pay remuneration to employees for an amount not exceeding 10% and not less than 0.01% of the balance, and to directors for an amount not more than 1% of the balance.

Estimation criterion and difference treatment

    1. The employee bonus and remuneration to directors for 2024 is estimated with reference to the profitability of the current period on a basis of 1 ten-thousandths and 1 thousandths, respectively.
    1. It will be recognized as next year's profit/loss if difference between the actual distribution and estimated amount is shown after resolution of the shareholder meeting.

Information on proposed distribution approved by Board of Directors

    1. On March 12, 2025, the Board of Directors approved the 2024 proposed distribution of employee cash dividend of NT\$1,000 thousand and the remuneration for directors and supervisors of NT\$10,800 thousand. This is consistent with the 2024 estimate.
    1. The proposed distribution of stock dividends for employees is NT\$0.
    1. Impact of the proposed distribution of remuneration for employees, directors, and shareholders to earnings per share: None.

Actual distribution of the preceding year and treatment of differences

The 2023 proposed distribution of employee cash dividend was NT\$900 thousand and the remuneration for directors and supervisors was NT\$9,000 thousand. The employee cash dividend had a gap of NT\$100 thousand compared with the 2023 estimate. The remuneration for Directors and Supervisors had a gap of NT\$832 thousand compared with the 2023 estimate. This has been adjusted as profit or loss in 2024.

Summary of 2023 (distributed in 2024) employee stock bonus information: None.

IV. Company buyback of shares: None.

V. Issuance of global depositary receipts, bonds, preferred shares, and employee stock option

(I) Global depositary receipts

Issue date 1997.07.03 1999.09.22
Areas issued Asia, Europe, and the US Asia, Europe, and the US
Issuance and listing Luxembourg Stock Exchange Luxembourg Stock Exchange
Total amount issued (US\$) 139,382,100 245,380,125
Issue price per unit (US\$) 22.23 18.93
Total units issued (unit) 6,270,000 12,962,500
Underlying securities 1. Capital increase by cash and issuance of new shares
2. Release shareholder: MiTAC Inc., Lex Service (Guernsey)
Ltd.
1. Capital increase by cash and issuance of new shares
2. Release shareholder: Lex Service (Guernsey) Ltd.
Common shares represented (shares) 25,080,000 51,850,000
Rights and obligations of GDR holders Rights and obligations consistent with common shares
Rights and obligations consistent with common shares
Trustee None None
Depositary bank Citibank, N.A. Citibank, N.A.
Custodian bank Citibank, N.A., Taipei branch Citibank, N.A., Taipei branch
March 31, 2025 outstanding (unit) 7,070
maintenance Apportionment of expenses for issuance and Issuing expense is paid by release shareholder and issuing
company on the pro rata basis, duration expense is paid by
depository institution
Issuing expense is paid by release shareholder and issuing
company on the pro rata basis, duration expense is paid by
depository institution
and custodian agreement Important notes on depository agreement See depository agreement and custodian agreement for details See depository agreement and custodian agreement for details
Highest 11.03
2024 Lowest 8.34
Market price
per unit (US\$)
verage 9.31
Highest 9.21
2025.01.01~
2025.03.31
Lowest 8.26
verage 8.72

(II) Corporate bonds: None

  • (III) Preferred stocks: None
  • (IV) Employee stock option certificate: None
  • (V) Restricted stock awards: None

VI. Mergers, acquisitions, or issuance of new shares for acquisition of shares of other companies: None.

VII. Implementation of capital allocation plan

  • (I) Previously issued or privately held securities that have not been completed: None.
  • (II) Completed in the latest three years and the planned benefits have not yet appeared: None.

04 Business overview

I. Scope of business

(I) Main areas of business operation and revenue distribution for 2024

(II) Developing new products (services)

New product New service
Expanded recruitment service product lines Large-scale acquisition fulfillment services
ontinued to introduce smart life related products Analysis management information services
Continued to develop AIoT related products Stable supply chain supply and demand service

(III) Industry overview

In order to improve the operational efficiency and quality of the supply chain and reduce overall operation costs, the division of labor and operational processes between the upstream and downstream of the supply chain will evolve various modes, forming a diversified industrial ecology.

Technology industry supply chain

The evolution and development trends of the technology industry supply chain revolve around two major axes:

1. Economy of scale

Technology industry R&D (including technology R&D and operating system R&D) entail extremely high costs, and it is necessary to constantly pursue a larger economic scale to support high R&D costs, and thereby reduce product prices and promote popularization.

Considerations of economic scale drive the supply chain to continue towards a finer division of professional labor. Each component has a manufacturer that specializes in R&D and design, and the finished product is assembled by a professional manufacturing service provider. Brands focus on product planning and marketing promotion. The commercial flow, logistics, cash flow, maintenance flow, etc. of the chain are the responsibility of the operation service provider. At the same time, these manufacturers that have division of labor and respective responsibilities have continued to integrate horizontally, and have become centralized and maximized in their respective fields to form a larger economic scale. This development trend has greatly raised the industry's threshold for competition.

2. Smooth operation of the supply chain

The supply chain has formed a tightly knit and dense network of division of labor as a result of the professional division of labor. Information transparency among members and efficiency and stability of collaborative operations form the biggest problems faced by the supply chain; they also offer the largest room for improvement of overall operation costs of the supply chain.

Synnex's strategic transformation into a "Management Service Platform (MSP)" focuses on this. From the perspective of the overall supply chain, it gives full play to its own foundation in digital capabilities, actively connects information with upstream, downstream, and partners, removes operational barriers between manufacturers, achieves process transformation of the overall supply chain, and provides platform members with "stable operation services."

Industry development trend and competition

TrendForce, a global market research organization, presented ten major trends of the technology industry in 2025:

1. Generative AI is leading the technological revolution: Humanoid and service robots usher in new upgrades

As AI and mechanical power technologies become increasingly mature, and major manufacturers such as NVIDIA and Tesla are actively planning their developments into these areas, the topic of robotics will continue to attract market attention in 2025. In terms of technological development, the software platform is focused on machine learning training and digital twin simulations, while overall, robotics are focuses on collaborative robots, mobile robotic arms and humanoid robots to adapt to various environments and human-machine collaborative interactions. Among them, humanoid robots will gradually achieve mass production from 2025 as manufacturers in the United States and China are actively investing in them. It is estimated that the compound annual growth rate (CAGR) of the global humanoid robot market size will grow by 154% from 2024 to 2027, and the output value is expected to exceed US\$2 billion. In terms of the overall application field, compared to industrial robots which are still mainly focused on using robotic arms to select and pack goods, service robots can support multimodal communication and interaction, information retrieval, text summary, scheduling and other scenarios through generative AI, leading to benefits such as high mobility, strong companionship and wide functionality. These are expected to become the focus of robot development in the years ahead.

2. Technological innovation drives market standards: AI laptop penetration rate will reach 21.7% by 2025.

With the rapid development of technology, laptops with AI functions will gradually become the market standard within the next few years. It is estimated that the penetration rate of AI laptops will reach 21.7% in 2025 and climb to nearly 80% by 2029. The increase in the number of AI laptops will also be a main reason for the increase in the penetration rate of ARM architecture. Compared with the traditional x86 architecture, ARM has higher energy efficiency and stronger extensibility. As the demand for terminal inference grows day by day, the issue of energy efficiency and power-saving will drive the market share of ARM architecture laptops to grow year on year. Furthermore, the popularity of Windows on ARM systems will allow more consumers to experience these high-performance, low-power AI laptops.

Even though AI applications currently still rely on cloud computing, TrendForce expects that the breakthrough Edge AI will become another important driving force for the popularization of AI laptops in the future. Edge AI moves computing from the cloud to local devices, allowing laptops to process real-time applications such as voice commands and image recognition faster and more efficiently, thus enhancing user experience. This localized processing also ensures user privacy, is suitable for processing sensitive data, and further enhances consumers' trust in AI laptops. As AI technology becomes more mature, Edge AI will create more possibilities for laptop productivity, such as smart office and automated process management, meeting the needs of different users.

3. AI server shipments will grow by more than 28% in 2025, and the speed of HBM 12hi mass production yield improvement has become the focus.

Benefiting from the demand of CSP and brand customers for building AI infrastructure, it is estimated that global AI server (including those equipped with GPU, FPGA, ASIC, etc.) shipments will grow by 42% in 2024. In 2025, driven by high demand from CSP and sovereign clouds, AI server shipments are expected to grow by more than 28% year-over-year, accounting for 15% of total servers.

With NVIDIA B300 and GB300 adopting HBM3e 12hi, the 12hi will become the mainstream layer stack in the industry starting from 2025. SK hynix uses Advanced MR-MUF technology in the 12hi generation, adding a medium-temperature pre-bonding process when stacking each layer of die. It has also improved the MUF material and lengthened the processing time to achieve die warpage control.

Samsung and Micron continue to use the TC-NCF stacking architecture in the 12hi generation. The advantage of this technology is that die warpage can be easily controlled, but its drawbacks include longer process time, greater cumulative stress, and poor heat dissipation capacity, causing greater uncertainty as to the speed of its yield enhancement during mass production.

Since the adoption of 12hi layers is expected to extend from HBM3 to HBM3e, HBM4, and HBM4e (2027-2029), the time span for mass production will take longer. Therefore, finding ways to improve and stabilize the mass production yield of the 12hi process will become a top priority for suppliers next year.

4. Focusing on 2025: Driven by advanced processes and AI, semiconductor technology and Chip on Wafer on Substrate (CoWoS) demand are experiencing innovation and substantial growth.

After the wafer fab's front-end process developed the 7nm process and introduced EUV lithography technology, the FinFET structure gradually came to face physical limitations starting from 3nm, and advanced process technology has since diverged. TSMC and Intel will continue to use FinFET structure to mass produce 3nm products in 2023. Although Samsung was the first to introduce the MBCFET (Multi-Bridge Channel Field-Effect Transistor) architecture based on GAAFET (Gate all around Field Effect Transistors) from 3nm and officially mass-produced it in 2022, no production capacity has been designated for this technology thus far. After entering 2025, TSMC 2nm officially switched to Nanosheet Transistor Architecture, while Intel 18A introduced RibbonFET. In the meantime, Samsung is still committed to improving the MBCFET 3nm process, striving to achieve large-scale mass production in 2025. These three industry leaders officially entered into a competition based on the GAAFET architecture, hoping to effectively control the gate through four-sided contacts to bring customers higher performance, lower power consumption, and higher transistor density per unit.

AI applications will lead to increased demand for customized chips and packaging, which will also boost the demand for CoWoS in 2025. An observation on the important development trends of the CoWoS market next year: 1. In 2025, NVIDIA's share of TSMC CoWoS demand will grow to nearly 60%, and drive TSMC's CoWoS monthly production capacity to nearly double, reaching nearly 75~80K by the end of the year. 2. After production capacity on the new NVIDIA Blackwell platform is gradually released in the first half of 2025, the demand for CoWoS-L will exceed that of CoWoS-S, and the proportion is expected to exceed 60%. 3. CSPs are actively investing in the construction of ASIC AI chips, and the demand for CoWoS from AWS and others will also increase significantly in 2025.

5. Key information security concerns in 2025: AI technology is a double-edged sword, we need to strengthen defense and threat detection to fight complex attacks.

The current development focus of global information security is on software and hardware used in the cloud IoT. As various technologies continue to improve, the complexity of both attacks and defense has increased significantly compared to the past, causing manufacturers to gradually shift their focus to IoT-based AI. As for Gen AI, its two major application trends for strengthening cybersecurity defense are empowering operators and accelerating threat detection. The former supports operators to search for and respond to major risks using natural language through automatic translation and aggregation. Alternatively, the latter guides users to find relevant vulnerabilities more quickly and provides operational suggestions to reduce the detection cycle. Gen AI is also used by hackers for attacks, such as enumeration and phishing, which are all means of attack that can be made more powerful. If we further analyze the risks of large language model (LLM) creation, including incorrect outputs generated by operational inputs, vulnerabilities introduced during the training phase, lack of complete access control, and excessive functional autonomy etc., all of which pose information security challenges that companies must focus on when developing AI products and services in 2025.

6. AMOLED enters mid-size applications, driving laptop market penetration to 3%

In 2024, Apple officially launched the iPad Pro series with RGB AMOLED panels, revealing that the next step of RGB AMOLED panel applications will be medium-sized products. In addition to tablets, the trend of laptops adopting AMOLED panels is also underway. Although Apple plans to introduce AMOLED panels in its Macbook series between 2026 and 2027, it has already begun to push panel manufacturers to increase investment, expanding the production line configuration of RGB AMOLED panels from Gen 6 to Gen 8.6 or 8.7 to meet subsequent potential demand. Now that the trend has been established, it will drive other brands to make strategic moves and use their existing production lines to get a head start on market penetration. Judging from the scale of AMOLED laptops in 2025, output is expected to exceed 6 million units, and the market penetration rate is estimated to reach 3%.

7. Vision Pro transforms VR/MR from entertainment and leisure to productivity tools. LEDoS near-eye display technology achieves new milestone in weight and visual experience of AR devices.

The most critical event in the development of VR/MR headsets in 2024 was the launch of Vision Pro by Apple. Its successful repositioning of VR/MR devices from entertainment and leisure to productivity tools is set to drive more manufacturers to try to launch new products. The LED on Silicon (LEDoS) technology used in the Vision Pro display can provide a resolution of over 3,000 PPI, making it the first choice for high-end VR/MR near-eye display solutions. TrendForce estimates that VR/MR device shipments will reach 37 million units in 2030.

AR glasses, which are positioned for auxiliary functions, once again generated market buzz in 2024 due to AI technology. Although the Orion released by Meta is not a mass-produced device, it is equipped with a LEDoS display and SiC optical waveguide, providing a field of view (FOV) of up to 70 degrees, and its weight of less than 100g also sets a new record for its lightness. In addition to LEDoS, the neareye display technologies currently available for use in AR glasses include OLEDoS, LCoS, and LBS (Laser Beam Scanning). The development of AR displays will be enriched by multiple technologies, which adds more flexibility to hardware designs. TrendForce estimates that AR device shipments will reach 25.5 million units in 2030.

8. Major satellite industry trends in 2025: CubeSat miniaturization and low-cost mass production are driving a revolution in global communications and IoT.

With the guidance of 3GPP Release 17 on satellite application scenarios, the number of cube satellites (CubeSats) in low-Earth orbit (LEO) satellite constellations has shown exponential growth. New satellite startups can now provide global low-latency satellite communication coverage by producing small CubeSats at low cost and through deploying hyper scale satellite constellations.

Looking ahead to 2025, with the development trend of satellite miniaturization, small and medium-sized satellite startups will use modular satellite spacecrafts and commercial-off-the-shelf (COTS) components to launch hyper scale CubeSat productions, thereby significantly reducing production costs. At the same time, these satellite startups are deploying constellations of CubeSats to monitor and clean up space debris for space situational awareness (SSA) applications. In addition, satellite IoT application scenarios are also developing rapidly and are used to monitor IoT devices in remote areas, such as agricultural sensors.

9. A new era of autonomous vehicles in 2025: Modular end-to-end model mass production and accelerated commercialization of Level 4 Robotaxi.

Autonomous driving is an important application field of Edge AI. With the end-to-end model frenzy initiated by Tesla, various industries are accelerating the development of AI technology and computing power. It is expected that 2025 will see the beginning of mass production of this architecture by other auto makers, but they will mainly adopt modular end-to-end models that have advantages in explainable AI and debugging. The end-to-end model is data-driven and highly dependent on diverse data. Generative AI, due to its openness and creativity, is used to generate diverse and rare scenarios to assist in training models, solving the problem of long-tail data. The advancement of AI technology has also been extended to commercial fields. As the regulatory environment gradually improves, it is expected that scenario replications and commercial operations for the Level 4 Robotaxi (self-driving taxis) will also accelerate. However, geopolitical factors will exacerbate the challenges in technological and commercial expansions, whether it is electrification or autonomous driving technology.

10. In 2025, the electric vehicles and AI data centers will drive the innovation of battery and energy storage technologies.

The growth of the electric vehicle market has slowed down. In particular, growth of battery electric vehicles (BEV) has been sluggish, and is expected to shrink to 13% in 2025. Range anxiety is a major limitation to the development of BEVs, and the entire industry is working to improve this problem. In terms of battery technology, CATL has launched a lithium iron phosphate (LiFePO 4) battery with a 4C charging rate and a range of 600 kilometers after charging for 10 minutes. It is expected to further expand its marketing efforts in 2025. In addition, semi-solid-state batteries have been mass-produced in 2024 and are expected to be installed in vehicles in 2025. On the other hand, solid-state batteries (SSB) are expected to be mass-produced after 2027.

In terms of charging infrastructure, the megawatt-class charging equipment launched in 2024, designed specifically for commercial trucks and passenger cars, will drive the development of high-power charging technology. The introduction of these new technologies will alleviate range anxiety to a certain extent, and drive the market demand for efficient charging and longer driving range.

At the same time, with the rapid development of charging technology, major auto makers are also dedicated to improving the overall performance and user experience of electric vehicles to adapt to market changes and maintain competitiveness. In 2024, new intelligent connected vehicle (ICV) and autonomous driving technology began to be widely applied to electric vehicles, which not only greatly improved energy efficiency of EVs, but also reached new milestones in intelligence and safety.

Furthermore, the accelerated deployment of AI data centers in 2024 will drive the rapid growth of demand for new energy storage facilities. With the continuous advancement of technology and the constant decline in costs, it is estimated that the demand for installing energy storage solutions across the world will reach 92GW/240GWh in 2025, a year-on-year increase of 25%/33%. The rapid development of AI technology has led to a rapid growth in the demand for electricity. When renewable energy is unstable or power outages occur, energy storage systems can provide power to data centers, thus improving the reliability of power supply to data centers. With the rapid growth of industries related to the data center industry chain, the scale of data center construction will continue to grow steadily in the future, providing many opportunities for new energy storage systems.

(IV) Overview of Technology and R&D

Research and development operations

Synnex's is strategically positioned as an "operational service platform". In addition to expanding operational capabilities and management experience accumulated over the decades, the research and development of operational management technology will also focus resources on the connection and integration of external information and the development of service platforms. Key operational management technologies in staged planning, R&D, or rollout include:

    1. Cloud service platform and recruitment service platform
    1. Integrated supply and demand information management platform
    1. Order delivery mechanism
    1. AI audit technology
    1. Operational status analysis platform

The Company has invested a fair amount of human resources and funds; it has continually refined its services and systems to satisfy requirements of the industry supply chain. However, the Company primarily focuses on innovation in operational mechanisms, and thus does not invest in R&D.

(V) Long- and short-term business plans

Short-term business development plan

By clearly positioning the Company as an operation service platform, has insight into various problems and pain points of supply chain operation, and actively targets the four major areas of retail business, commercial business, semiconductor business, and recruitment business. The Company provides upstream and downstream manufacturers with "stable operation services". Customer trust will help us to expand business development space and drive a leap forward in performance scale.

Long-term business development plan

Be perceptive as to industry development trends and supply chain ecological evolution, adjust strategic positioning in a timely manner, continue to develop and innovate supply chain operation models, and seek greater space for value creation.

II. Business model

Synnex's Management Service Platform (MSP) is a digital platform that builds an entire supply chain operation service system through serial integration of information, providing platform members with business opportunity development services, business operation services, analysis and management information services, and solving supply chain operation problems and pain points, and achieving the goal of smooth operation of the supply chain. Its members include core members of the technology industry supply chain, such as brands, manufacturers, sellers, and users, as well as operators and partnering suppliers that provide basic services related to operations, technical services, maintenance services, and financial services for the supply chain. At the same time, we will expand cross-industry partners to include different fields to form an ecosystem that jointly participates in value creation.

III. Core competencies

Long-term and stable upstream and downstream cooperation

Synnex has been intensely involved in the technology and electronics industry for decades, and has generally established long-term and stable cooperative relations with major global manufacturers of components and semi-conductors, as well as major sales channels in various areas. Through its good corporate reputation and excellent operation management, it continues to provide original manufacturers and customers with stable and efficient services, jointly create market opportunities, jointly face and solve industry problems, and win the trust of original manufacturers and customers, all of which provide an important foundation for the stable and sustainable development of Synnex.

Digital capabilities

Synnex has long invested in the construction of internal information infrastructure and has established four major information and communication networks: the management information system (MIS) network, logistics remote monitoring network, video conference network, and telecommunication network to build the foundation of Synnex's international management capabilities. In recent years, its selfdeveloped probe technology has been used to comprehensively improve the intelligence of decision-making, management, and operations, and greatly enhances the Company's overall digital capabilities. At the same time, it extends outward to connect information with original manufacturers, customers, and partnering manufacturers, and cross the information barriers between upstream and downstream. Digital capability is the most important market weapon for Synnex.

Smart logistics network

Synnex has established dozens of logistics centers in major cities of the Asia Pacific region, which altogether form an extensive logistics network coverage. Through smart, professional, disciplined, and efficient operation management, we provide stable, high-quality, and efficient logistics services for high-tech industrial supply chains.

Research and development capabilities of operations management technology

Synnex Group Headquarters' six major quality control functions combined with the Software Development Center are together responsible for business model planning, establishing the management policy, developing systems, and conducting various operational analyses and inspection and quality management, letting Synnex Group develop and innovate various operations technologies and adapt to changes in response to the evolution of the industrial ecosystem, and thereby achieve performance of the Group's strategy.

IV. Business strategy

In order to create more space for business development, Synnex strategically positioned itself as a "Management Service Platform (MSP)" with entirely-new strategic thinking and vision, allowing it to build and develop operational capabilities and operating system mechanisms over the years, produce greater multiples of benefits, and create greater space for enterprise development.

V. Market and sales conditions

(I) Sales regions of main commercial electronics products (services)

Unit: NT\$100 million
2023 2024
Region/Year Operating revenue % Operating revenue %
Taiwan 466 18% 417 15%
Hong Kong/China 1,168 46% 1,257 47%
New Zealand, Australia, Indonesia 920 36% 1,025 38%
Total 2,554 100% 2,699 100%

(II) Supply and growth of market in the future

2024 was a turning point with great challenges and opportunities. Profound changes have been seen whether in global politics, economy or technology, leading to far-reaching impact on the market. The business environment was confronted with multiple challenges in 2024. First, there was no sign of easing the ongoing wars. The political and economic landscapes of many countries have undergone drastic changes, and geopolitical tensions continued. At the same time, trade barriers were rising and the international economic and trade order was rapidly breaking down and reorganizing. This has caused the global economy to fluctuate rapidly amid high policy uncertainty. In terms of energy and prices, fluctuations in energy prices, inflation that continued to hover above the warning line, and labor shortages have all exacerbated rising production costs, leading to increased prices and impacting consumer confidence.

Nevertheless, 2024 also ushered in major technological innovations that were only seen once-in-a-decade. The rise of AI, electric vehicles, and new technologies brought new business opportunities and new visions to the market. These technological innovations not only brought forth paradigm shifts, but also a drastic reshuffling in industries. All these factors collectively led to market volatility, and the pressure on people's livelihood and operations rose simultaneously, posing severe challenges to the business strategies of enterprises. Companies' ability to make sound business decisions were once again challenged by finding ways to flexibly respond to environmental turbulence and new opportunities.

Although the overall environment remains bleak and the global economic forecast continues to be uncertain, the ICT industry is still expected to show strong performance in 2025. In terms of the enterprise market, AI servers and AI application tools will accelerate their price reductions and popularization. At the same time, enterprises must be more proactive in strengthening business management and corporate transformation through digital technology to respond to the rapidly changing market environment, which in turn will drive enterprises to expand their investment in IT infrastructure. In the personal computer (PC) sector, Microsoft will officially end its support for the Windows 10 operating system this year. In addition, the computers purchased in large quantities due to COVID-19 have reached their useful lives, and this is expected to rejuvenate the PC market, which has been sluggish for many years. Additionally, as smartphones become more powerful and more AI applications are introduced, they may also stimulate consumers' demand for purchasing and upgrading their phones. According to estimates from various market research institutions for this year, the continued AI boom and the dawning smartphone replacement cycle are expected to benefit the global server market, PC market, and smartphone market in 2025. All are expected to show 4% to 5% growth than 2024, and the Asia-Pacific and Middle East/Africa markets will have higher growth than the global average.

Looking forward to the next decade, Asia-Pacific, the Middle East and Africa will be the drivers of global growth. In this huge market of 5.3 billion people, Synnex has fully deployed our business strategies, and is ready to go. Synnex has become a leading distributor in Taiwan. Its overseas subsidiaries and investees also showed impressive results locally. 2024 local market positions of each subsidiary and investee are as follows:

Region Ranks of distributors
Hong Kong (Subsidiary) 1
China (Subsidiary) 4
Australia (Subsidiary) 1
Indonesia (Subsidiary) 1
Vietnam (Reinvestment company) 1
Thailand (Reinvestment company) 1
India (Reinvestment company) 1
Middle East/Africa (Reinvestment company) 1
Türkiye (Reinvestment company) 2

Basic information of each region:

Region Population
(in millions)
Per capita GDP
(US\$)
2023 economic growth rate
(%)
Source
Taiwan 23.4 33,883 4.3 National Statistics, R.O.C. (Taiwan)
China 1,409.1 12,969 4.8 IMF
Hong Kong 7.6 53,165 3.2 IMF
Australia 27.3 65,966 1.2 IMF
Indonesia 281.6 4,981 5.0 IMF
Vietnam 100.8 4,649 6.1 IMF
Thailand 70.3 7,527 2.8 IMF
India 1,441.7 2,698 7.0 IMF

Semiconductor products market

To ensure highly efficient operation of the semiconductor industry supply chain, upstream semiconductor component manufacturers are gradually outsourcing the product and technical services currently provided to downstream manufacturers to semiconductor IC distributors for support. Although semiconductor IC distributors do not have R&D capabilities, they can effectively coordinate the entire supply chain through their strong supply chain management and fulfillment business capabilities, thus ensuring smooth product circulation and providing direct customers with fast and flexible solutions. Distributors play a key role as facilitators in the supply chain, providing competitive payment terms, optimizing inventory management, shortening supply cycles, and further enhancing the synergistic benefits of the supply chain. On this basis, distributors are continuing to promote innovation in operating models and are committed to providing comprehensive supply chain solutions, thereby promoting corporate sustainable development and profitable growth.

2023 Market Review

In the first half of 2023, the global semiconductor market faced severe challenges, including a decline in the demand for memory and average selling prices (ASP), as well as weaker demand in the PC, smartphone and other consumer electronics markets, leading to a significant market recession. However, as inventory destocking was gradually completed in the second half of the year, market demand gradually returned to a normal business cycle. During this process, semiconductor IC distributors have leveraged the advantages of flexible supply chain allocation to assist upstream and downstream partners in responding to inventory destocking and market changes, ensuring that stable product supply was accurately met with the current market demand, and promoting the gradual market recovery.

Market Overview in 2024

According to the World Semiconductor Trade Statistics (WSTS), global semiconductor product sales grew by 19% in 2024, reaching approximately US\$627 billion. This growth momentum was mainly attributable to the memory (expected 81% growth) and logic chip (expected 16.9% growth) sectors. In terms of regional markets, the Americas and Asia Pacific were expected to grow by 38.9% and 17.5% respectively, showing a strong recovery trend. In comparison, Japan was only estimated to grow slightly by 1.4%, while Europe could even face a 6.7% market contraction. Semiconductor IC distributors continued to respond quickly to market changes and optimized resource allocation through agile supply chain management capabilities. They helped customers seize competitive advantages in a challenging market environment.

Market Forecast and Trends in 2025

Looking ahead to 2025, the global semiconductor market will continue to show steady growth, with an expected annual growth rate of 11% and global sales of approximately US\$697 billion. Logic chips and memory will remain the main growth drivers, with their combined market value expected to exceed US\$400 billion. Logic chips and memory are expected to grow at an annual rate of 17% and over 13%, respectively. In addition, PCs, smartphones and terminal electronic products have entered their replacement cycles, further driving market demand. In this growing environment, semiconductor IC distributors will rely on their supply chain integration and fulfillment service capabilities to continuously optimize inventory management, improve supply chain efficiency, and ensure that products can quickly meet changing market demands.

Source: World Semiconductor Trade Statistics (WSTS)

The development of artificial intelligence (AI) applications and the key role that Taiwan plays.

The rapid development of artificial intelligence (AI) has become one of the key driving forces for the continued growth of the semiconductor market. With the widespread application of generative AI, machine learning (ML) and deep learning (DL) technologies, the demand for AI technology in fields such as high-performance computing (HPC), data centers, smart manufacturing, medical technology, smart cities and selfdriving cars continues to rise. This demand has driven the rapid growth of semiconductor products such as high-performance GPUs, AI accelerators, and dedicated AI ICs (such as TPU and NPU), and further boosted the demand for memory capacity and computing performance.

Driven by this trend, semiconductor IC distributors play a key role in the AI supply chain, ensuring that AI-related products can be supplied to the global market quickly and stably through efficient supply chain management and fulfillment service capabilities. As the core manufacturing base of global AI servers and data centers, Taiwan's distributors, through their close collaborations with upstream IC manufacturers and downstream system integrators, help promote the rapid deployment and popularization of AI technical applications.

ESG (Environment, Social and Governance) drives sustainable development of the semiconductor industry.

As the world pays more attention to the Sustainable Development Goals (SDGs) and environmental, social and corporate governance (ESG) topics, the semiconductor industry is actively deploying sustainable business strategies to respond to challenges such as climate change, energy efficiency, and resource recycling. Although semiconductor IC distributors do not have manufacturing and R&D capabilities, they actively promote reductions in carbon footprint, improve transportation efficiency, and support customers to achieve sustainable supply chain management through optimizing the supply chain and implementing green logistics management.

For the social aspect, distributors are committed to building a diverse and inclusive corporate culture, promoting employee well-being and social charity and welfare programs, and actively engaging in local community development. In terms of the governance aspect, distributors strengthen the internal governance structure, implement risk management and regulatory compliance, and ensure that corporate operations are transparent and a good sustainable governance mechanism has been set in place.

In the future, semiconductor IC distributors will continue to integrate ESG concepts into their operating strategies, leverage their core advantages in supply chain management and fulfillment services, promote steady growth of companies in the global technology industry, and contribute to global sustainable development goals.

(III) Favorable conditions for future development

There is abundant energy in industrial innovation, and new technologies and new applications continue to create larger market space

The technology industry attracts investment from global talent, and there is abundant energy for technological R&D and innovation. New technologies and new applications are constantly coming out, creating new market space. The operation scope of Synnex covers the up, middle, and downstream reaches of the technology industry. It is able to keenly perceive and quickly grasp the application of new technological and industrial development trends, so as to prepare in advance and seize opportunities in new fields.

Extensive development potential in emerging markets

Though the competition is fierce in the emerging markets, China, India, the Middle East, Thailand, Indonesia, and Vietnam, that Synnex has already entered, the overall market environment has gradually become mature and compliant, and the advantages created by Synnex's robust operations and management mechanisms will gradually expand to drive the increase in market share. As for other countries and regions where Synnex has not yet entered, there is also extensive development potential to be explored.

The increasing demand for smooth services in the supply chain

Under the trend of globalization, various political and economic events have had a more rapid and violent impact on the industry, and it has become more difficult for enterprises to maintain stable operations. Synnex provides various "stable services" for original manufacturers and customers through the MSP to effectively solve supply chain operation problems, reduce customer operating risks and costs, meet customer needs, gradually strengthen the closeness of cooperation with upstream and downstream manufacturers, and establish itself as indispensable in the industrial supply chain.

Integration of brand manufacturers, the trend of the big getting bigger under the economies of scale is more and more obvious

In recent years, ICT brand manufacturers have sped up integration and the formation of strong alliances between manufacturers and distributors has become a trend to create a bigger economic scale, smarter operating technologies, and thereby lower operating costs and cooperating more efficiently. The economies of scale does not only help Synnex strengthen its market position, but also creates the positive cycle of the economies of scale accelerating the reduction of operating costs and the reduction of operating costs accelerating the expansion of the scale.

(IV) Unfavorable factors to future development and response measures

Unfavorable factors Response measures
The impact of the regional chain reaction and
interaction is enhanced under the trend of
globalization; also, the impact of local natural
Diversify risk and reduce the impact of natural disasters and economic and political
turbulence through multi-nation, multi-product, and multi-channel business
strategy.
disasters or economic and political turbulence is
broadened.
2. Make good use of its digital capabilities to improve sensitivity and judgment of
changes, and continue to strive to improve the solidity of internal operations and
management and the transparency of information, enhance the Company's vitality,
and improve its ability to withstand environmental variables and system risks.
Short life cycle of products
The rapid advancement of technology has facilitated
Utilize AI tools to assist the determination of changes in product life cycle, and
increase the accuracy and timeliness of product decision-making.
the speed of the introduction of new products; thus,
product cycle is shortened to approximately half a
2. Moderately remove types with low performance and items that do not have
operational value, and focus on products and business with high efficiency.
year, resulting in uncertainty of sales performance
and increased inventory risk.
3. Master the product and technology trends. In addition to distributing star products,
introduce and cultivate products with potential at appropriate time to optimize
product combinations, control growth opportunities, and lower business risks.
Era of micro-profits, profit margins are low and
hard to raise
1. Accelerate digital transformation and replace conventional inefficient offline
operations with digital connections, in order to lower operating costs and fully
utilize the value of human resources.
Mature technology and transparent information
cause the 3C industrial chain upstream and
downstream to move towards slim profits with
difficulty in raising profit margins.
Utilize digital strengths to resolve issues with supply chain operations, resolve
customers' pain points, and create value through services.

(V) Major applications and production of key products

Major applications of key products

The products and services sold by the Company span across four major fields, namely IT for commercial use, IT for home-use, telecommunications, and semiconductors.

Commercial value-added and information consumer electronics products, can be divided into enterprise solutions and device and consumer, in terms of application. The Company's main products and services are as follows:

Main applications and products
Enterprise Solution Server & Storage, Networking, Data Center Infrastructure, Cloud Service, Security & Surveillance,
Productivity/Tools/BI, Database & Management, Large-Format Display & Printing
Device & Consumer Client Device, Mobile Phone, PC Component, Smart Device & Home Appliance, eSports & Gaming,
Peripheral & Accessory
Once sold, semi-conductors are used for production; the products span across the following fields:
Main industries

Semiconductor products PC, Storage & Memory, Panel / Touch / LED, Networking, AIoT, Automotive, Power

Production processes of key products: Not applicable (non-manufacturing).

(VI) Supply status of primary raw materials: Not applicable (non-manufacturing).

(VII) The Group's list of key clients and amounts in the past two years

Procurements list

Unit: in NT\$ millions
2023 2024
Ranking Name of supplier Amount Total annual net
purchase ratio (%)
Name of supplier Amount Total annual net
purchase ratio (%)
1 A Company (Note) 61,489 13 A Company (Note) 85,410 17
Other 414,537 87 Other 424,235 83
Net purchase 476,026 100 Net purchase 509,645 100

Note: Not a stakeholder.

The Group has maintained good relations with major suppliers for a long period of time. The situation of purchasing from major suppliers has changed slightly.

Sales list

The Group's customers are scattered and there is no excessive concentration. Thus, in the past two years, there were no customers who accounted for more than 10% of the total sales.

VI. Employees

Information of the number of employees, average years of service, and education in last two years and up to the date of publication of the Annual Report:

Item Year 2023.12.31 2024.12.31 2025.03.31
Sales 1,796 1,675 1,654
Technology 1,230 1,113 1,064
Number of Computer 136 120 115
employees Administrative 449 398 388
Logistics 698 580 591
Total 4,309 3,886 3,812
Average age 38.5 38.8 38.7
Average years of service 9.6 9.7 9.8
PhD 0.0 0.0 0.0
Master's degree 6.4 6.7 7.0
Academic University/College 83.1 83.7 83.6
qualification (%) High school 9.2 8.4 8.2
Below high school 1.2 1.2 1.2

Note: Part-time employees are not included.

VII. Environmental protection expenditure information

Though the Company is a channel services provider of high-tech products, which is not categorized as a highly polluted industry and poses no major environmental problems, based on the belief that earth is a part of life, the Company is still committed to actively fulfilling its environmental protection responsibility. For related measures, please refer to the description in the performance of sustainable development section.

VIII.Labor relations

Synnex regards employees as important assets. We strive to build a diverse, equal, and positive workplace environment so that every employee can realize their potential and grow together in a safe and inspirational environment. The implementation of relevant employee welfare measures, retirement system, employee training, etc. is described as follows.

Employee welfare

Synnex cares about the well-being of employees and is committed to providing them with proper protection and support. In addition to paying labor insurance and national health insurance in full according to the law in Taiwan, the Company also purchases group life insurance for its employees. An Employee Welfare Committee has also been established to actively promote various benefit measures in order to enhance the quality of employees' work and life. Benefits provided include cash gifts or gift certificates for marriage, funeral, hospitalization, childbirth, and birthdays. An interest-free employee loan system has also been set up. Categories include home purchase, marriage, childbirth, car purchase, emergency relief, or new job placement, etc., to provide support for employees dealing with major changes in life. In terms of overseas subsidiaries, the employee welfare system was established in accordance with the regulations and environment of the foreign country or region. Team-building events integrated with inclusive elements of local culture and characteristics are also organized to realize the Group's teamwork spirit and diversity in practice.

Synnex attaches great importance to its people. Considering that the office is a second home to the employees, in terms of the interior decoration of the Group headquarters building, which was completed and put into use in 2024, is focused on the restrooms and pantry that are frequently used by employees. All buttons are designed with touchless design, which takes into account both antibacterial and epidemic prevention, as well as energy-saving benefits. The office area is equipped with ergonomic desks and chairs to help employees maintain a good sitting posture and improve their comfort and concentration at work. In addition, PM2.5 and CO2 emissions are fully monitored, and high-quality filtered drinking water is provided daily, and a Synnex Café is set up to provide free coffee, creating a safe, healthy and comfortable working environment for employees.

To build group cohesion, we also organize diverse team-building activities including New Year Gala, movie nights, family days, and departmental travels to build employee cohesion and to improve the balance between work and family life. Furthermore, the Company has established a recognition mechanism and reward system for senior employees to show our appreciation for employee contributions, and to encourage colleagues to continue to develop their personal careers at Synnex.

Retirement system

Retirement matters in Taiwan are handled in accordance with the requirements of the Labor Standards Act and Labor Pension Act. the Company has formed the Employee Pension Reserve Committee. The new pension system has been implemented in accordance with the Labor Pension Act since July 2005. For the new employees and the existing employees who choose to apply the new pension system, the Company pays 6% of their monthly salaries to their personal pension accounts with the Bureau of Labor Insurance. At the same time, the Company continues to retain the seniority of existing employees who choose to apply the old pension method and those who choose to apply the new pension method, and allocates the appropriate pension amount according to the payment standard of the old pension method to the account with Bank of Taiwan. In terms of overseas subsidiaries, pension reserves are appropriated and withheld regularly in accordance with the regulations and environment of the foreign country so that employees can work for the Company long term without any worries.

Labor agreement

In addition to normal organizational systems, employee-employer relations can be communicated through regular competency assessment system, labor-management meeting, and Employee Welfare Committee in order establish channel of communication between employees and management to build mutual understanding and promote a harmonious atmosphere in the Company. In addition, message push notifications in smartphone apps are also used to convey the Company's system and concepts, welfare activities, and operation-related information, etc. to all employees. We have also established an unimpeded employee grievance mechanism, and any complaints received will be investigated and responded to in a confidential manner to ensure the rights and interests of the relevant personnel. In 2024 and 2025 and up until the date of publication of this Annual Report, no significant labor dispute or loss has occurred.

Employee training

Synnex firmly believes: "Good employees make good departments, and good departments make a good company." We attach great importance to employee training and development, and have established a complete employee training system (as shown in the figure below).

Synnex is committed to long-term promotion of its diversified learning mechanism. New employee training, functional professional training and supervisor training are planned according to different career stages and training needs. Through the Synnex EMBA column, monthly issue register, project exchanges and other methods, a systematic learning process has been established to enable employees to develop proper professional capabilities at all stages of their career development.

In addition to face-to-face classroom courses, Synnex has also built a knowledge management system to allow employees to learn online independently, without being restricted by time and space, and to flexibly arrange their learning progress. Employees can improve their professional skills according to their own needs and continuously enhance their career competitiveness. In addition, employees can also apply for external training based on their work and personal professional development needs, or participate in external professional training courses recommended by their supervisors to promote personal development and corporate growth.

IX. Information security management

Management organization

The Information Security Management Committee was established to strengthen the Company's information security management and ensure the security of its data, system, and network. The chief information security officer serves as the convener of the information security team and reports to the Board of Directors at least once a year. The chief information security officer duly reported to the Board on November 4, 2024. The organizational team includes the information security operation team, emergency response team, and information security audit team. The information security operation team is responsible for constructing the information security system, including network and system management. The emergency response team is in charge of business continuity planning, crisis management procedures, execution of emergency response actions, incident reporting, and post-event analysis and prevention. The information security audit team collaborates with the Company's audit unit to conduct information security audits, covering both internal and external audits.

Information security policy

The Company's information security policy aims to "maintain the confidentiality, integrity, availability, and legality of its information, and to prevent human negligence, deliberate destruction, and natural disasters that may lead to improper use, leakage, tampering, damage, or loss of information and assets, thereby affecting the Company's operations and harming its rights and interests." In 2016, the Company implemented the ISO 27001 Information Security Management Systems, obtained ISO 27001 certification, and has continuously maintained its validity. Through the introduction of the information security management system, the Company has strengthened its ability to respond to and handle information security incidents, thereby protecting the assets of both the Company and its customers.

Risk management mechanisms

Item Specific management measures
Information security team The team, composed of 19 representatives from various functional units, is responsible for the promotion and operation of information security.
Meetings related to information security are convened at least once per quarter.
Firewall protection 1. Set firewall connection rules.
2. Can only be opened with the approval of the responsible supervisor when there are special connection needs.
User Internet access control
mechanism
1. Use an automatic website protection system to control users' online behavior.
2. Automatically filter users' Internet access to websites that may have links to Trojans, ransomware, or malicious programs.
Antivirus software Use antivirus software and automatically update virus pattern files to reduce the chance of infection.
Updating of the operating system The operating system is automatically updated. If it is not updated for some reason, the information center will assist in updating.
Email security control 1. There is automatic email threat scanning protection that prevents suspicious attachment files, phishing emails, spam emails, and expands the
protection range against malicious links before users receive emails.
2. After a personal computer receives an email, the antivirus software also scans it for suspicious attachment files.
Data backup mechanism Each important information system database is configured for daily backup.
Important file upload server The important files of each department in the company are stored on this server, which is backed up and saved by the information center.
Network transmission protection 1. Encryption of communication channels.
2. Encryption of data content and its verification through electronic signatures.
Data retention protection 1. Dynamic data masking: Access is restricted to authorized data only.
2. Encrypted data storage: Sensitive information is encrypted prior to being stored in the database and must be decrypted before use.
Information security insurance The Company's customers are mainly enterprise clients, and there is no risk of custodianship of sensitive consumer personal data. After
evaluating the insurance coverage and applicable industries of information security insurance products on the market, we have decided not to
purchase information security insurance for the time being. In response to the challenges faced by information security, we continue to pay
attention to the changing trends of the information environment and have implemented relevant software and hardware, such as firewalls, anti
virus software, and intrusion prevention systems. Additionally, we are actively strengthening our employees' awareness of information security
crises and the ability of information security handlers to respond to such crises.

Enhancing digital information security and upgrading customer privacy protection

To ensure comprehensive protection of customer data, the Company has established a customer data management system, beginning with aligning organizational management and operations from a corporate strategic perspective. By analyzing business processes and information systems, we examine access controls related to the collection, processing, transmission, and storage of personal data. A privacy statement regarding the disclosure of customer information is also published on our distributor website, clearly outlining the Company's commitment to safeguarding customer privacy and specifying the usage and security policies concerning customer data, thereby protecting customers' privacy rights. In 2023, the Company experienced no incidents of customer privacy violations or complaints related to breaches of customer privacy.

Emergency notification procedure

We have established an information security incident reporting mechanism. When an information security incident occurs, it is reported to the emergency response team under the information security team to determine the type of incident, identify the issue, take immediate action, and keep a record.

Losses, possible impacts, and countermeasures due to material information security incidents: None

X. Important contracts

Nature of contract Contract subject Contract start and end dates Main content Restriction
clauses
Construction
contracts
Taiwan Daifuku Co., Ltd. 2020.02 until inspection and
acceptance and the warranty expires
Sydney Phase II automated warehouse and auxiliary
equipment construction
None
Construction
contracts
Taiwan Daifuku Co., Ltd. 2024.01 until inspection and
acceptance and the warranty expires
Construction and automated warehousing equipment
engineering at Melbourne
None

Note: Most of the general distribution contracts are changed every year, and there are many distribution products and each item has little effect on the overall sales, so details will not be provided here.

05 Financial Overview, Performance Analysis, and Risk Management

I. Review and analysis of financial status and financial performance

(I) Analysis of financial status

Unit: in NT\$ millions
Item/Year 2023 2024 Net change
Amount %
Current assets 180,683 185,465 4,782 3
Equity-accounted investments 9,456 10,745 1,289 14
Property, plant and equipment 10,441 14,469 4,028 39
Intangible and other assets 13,660 14,288 628 5
Total assets 214,240 224,967 10,727 5
Current liabilities 110,795 116,583 5,788 5
Non-current liabilities 28,946 28,360 (586) (2)
Total liabilities 139,741 144,943 5,202 4
Capital stock 16,679 16,679 - -
Capital reserve 13,529 13,484 (45) 0
Retained earnings 49,492 53,734 4,242 9
Other interests (7,886) (6,810) 1,076 NA
Non-controlling interests 2,685 2,937 252 9
Total equity 74,499 80,024 5,525 7

Analysis:

Total assets(↑NT\$10,727 million, 5%)

The increase in total assets was mostly attributable to an increase in cash and cash equivalents of NT\$14,661 million (↑131%). This was due to the Group's continued lean management and implementation of inventory health control, which resulted in net cash inflow from operating activities.

Total liabilities (↑NT\$5,202 million, 4%)

The increase in total liabilities was mostly attributable to the increase in the outstanding loans (short-term loans + short-term bills payable + long-term liabilities due within one year or one operating cycle + long-term loans) by NT\$4,932 million (↑6%). After deducting cash and cash equivalents, financial products and time deposits due in more than three months, the net loan balances in 2024 and 2023 were NT\$54,677 million and NT\$70,862 million, respectively. The Group pays attention to balance its financial leverage risk and return on equity, and all solvency indicators remain good. There is also sufficient loan credit to support short-term peak funding needs at any time. There is no problem of capital turnover in the short to medium term.

Total equity (↑NT\$5,525 million, 7%)

The increase in total equity was mostly attributable to the increase in retained earnings by NT\$4,242 million (↑9%), which was mainly due to the continued increase in profit.

(II) Analysis of financial performance

Unit: in NT\$ millions
Net change
Item/Year 2023 2024 Amount %
Operating revenue 395,991 426,009 30,018 8
Operating costs 378,392 (407,361) 28,969 8
Net gross profit 17,599 18,648 1,049 6
Operating expenses 8,965 (8,625) (340) (4)
Operating profit 8,634 10,023 1,389 16
Non-operating income and expenses 1,883 2,331 448 24
Net income before tax 10,517 12,354 1,837 17
Income tax expense 2,636 (2,425) (211) (8)
Net income of the current term 7,881 9,929 2,048 26

Analysis:

Operating revenue (↑NT\$30,018 million, 8%)

The enterprise solution business benefited from the AI boom and the growing demand for data center-related products and services. The semiconductor business continued to expand its MSP service customer base. The IT consumer business continued to experience a small growth amid the trend to replace existing machines with new AI PCs. Furthermore, mobile device business achieved revenue growth driven by the launch of new computer models. Overall, the Group achieved comprehensive growth in all four major business areas and set a new revenue record.

Operating expenses(↓NT\$340 million, 4%)

In recent years, we have vigorously promoted Agility Project. Through digital optimization, cascading information, and AI big data analysis, we have comprehensively improved operational efficiency to achieve economies of scale. As a result, operating expenses were reduced compared with the previous year. With the continuous control of operating costs, we have effectively reduced the operating expense ratio, which dropped to 2.0% and 2.3% in 2024 and 2023 respectively.

Operating profit (↑NT\$1,389 million, 16%)

The Company continues to be committed to optimizing digital capabilities, building an operations management service platform (MSP), enhancing partnerships throughout the supply chain, and expanding our business scale. In this year, the Company achieved an 8% year-on-year increase in revenue and a 4% year-on-year decrease in operating expenses, both of which were better than the previous year, resulting in a 16% year-on-year increase in operating profit. Going forward, we will continue to enhance operations to improve profitability and drive profit growth through positive performance.

Non-operating income and expenses (↑NT\$448 million, 24%)

This year, both inventory turnover days and sales collection days have improved. Interest revenue increased by NT\$378 million compared to the previous year. Financial costs decreased by NT\$29 million, which was attributable to the interest rate cut in the second half of the year, resulting in an increase in nonoperating income compared to the previous year.

(III) Cash flow analysis

Analysis on the cash flow changes of the most recent year:

Item/Year 2023 Unit: in NT\$ millions
2024
Cash and cash equivalents at the beginning of the year 14,482 11,156
Net cash inflow (outflow) from operating activities 16,112 23,415
Net cash inflow (outflow) from investing activities (108) (10,523)
Net cash inflow (outflow) from financing activities (18,010) (616)
Effect of exchange rate changes (1,321) 2,386
Closing cash and cash equivalents at the end of the year 11,156 25,818

Analysis:

Operating activities

Mostly attributable to the continuous inventory control, leading to an increase in cash inflow from liquidating the inventory.

Investing activities

Mostly attributable to payment for the construction of Synnex headquarters building, investment in Australian projects under construction, and cash outflow from time deposits.

Financing activities

Mostly attributable to the net cash outflow from borrowing and repayment of short- and long-term debt.

Improvement plan for insufficient liquidity: N/A.

Cash flow analysis for the coming year

Unit: in NT\$ millions

Cash balance at the Projected full year's net
cash inflow (outflow) from
Projected full year's net
cash inflow (outflow) from
Projected cash surplus Remedial measures for cash deficit
beginning of year
(1)
operating activities
(2)
other activities
(3)
(deficit) amount
(1) + (2) + (3)
Investment plans Financing plans
25,818 16,014 (17,660) 24,172 - -

Analysis:

The Company has sufficient borrowing quota and simultaneous assessment of various funding channels to support short-term high funding needs. When the funds are sufficient, the Company will pay the loans back in a timely manner to improve the capital structure.

(IV) The effects that significant capital expenditures have on financial operations in the recent year

Major capital expenditures and their source of funds

Unit: in NT\$ millions
Actual or Estimated end Total funding
needed
Actual or estimated capital expenditures
Planned item estimated
source of funds
date of projects 2021 2022 2023 2024 2025
Establish/expand logistics
centers in each locations
Own capital Compile budget
annually
Compile budget
annually
403 243 983 1,767 442
Nangang office building Own capital
and short-term
borrowings
2024 4,949 2,517 63

Anticipated benefits

    1. With effective and quality logistics operations as Synnex's core competitive advantage, the group prioritizes funds for its self-built logistics centers to ensure the growth and efficiency required by its businesses. Synnex will continue to invest in overseas capital expenditure to meet the needs of rapid growth of business in the future.
    1. After signing a contract in 2019 to buy the commercial office space of the Nangang Global One as the location of the Company's headquarters, the new headquarter was finally put into use in October 2024 after six years of planning and construction. The location features the complete functions of both a transportation hub and a commercial area, which can effectively improve office space efficiency and intelligence. It symbolizes the solid foundation of Synnex's steady and continuous growth, and demonstrates the Company's determination to continue to expand and cultivate the global market.

(V) Policy on investment in other companies, main reasons for profit/losses resulting therefrom, improvement plan, and investment plans for the upcoming year

Investment policy in the most recent year

The Company does not have any significant investment or disposition plans for its major investees Redington Group, Synnex Thailand, and Synnex FPT.

Review and analysis of investment

Unit: in NT\$ millions
Item 2024.12.31
Percentage of
shares
2024
investment
gain
Major reason of operating profit or loss Improvem
ent plan
Redington Ltd.
(India)
24.12% 1,147 This company is categorized as IT and telecom product channel
service provider, mainly engaged in India, the Middle East, and
Africa. This company's net income after taxes reached NT\$4,754
million in 2024. The Company recognized investment income
under the equity method.
N/A
Synnex(Thailand) Public Company Ltd.
(Thailand)
40.00% 232 This company is categorized as IT and telecom product channel
service provider, mainly engaged in Thailand. This company's net
income after taxes reached NT\$573 million in 2024. The
Company recognized investment income under the equity method.
N/A
Synnex FPT Joint Stock Company
(Vietnam)
47.27% 288 This company is categorized as IT and telecom product channel
service provider, mainly engaged in Vietnam. This company's net
income after taxes reached NT\$609 million in 2024. The
Company recognized investment income under the equity method.
N/A

Review and analysis of investment

The Company has no significant investment plans for this year up to the date of this year's annual report.

II. Risk management

(I) Impact of interest rate, exchange rate changes, and inflation on company's profit and response measures

Risk item Risk factor Impact on company's income Response measures
Interest rate First taking into account operational stability, the
Company adopts appropriate financial leverage
operation by raising capital at low cost to replace
capital injection from its own capital and
effectively increase return on shareholder's
equity. However, the fluctuation of interest rate
may have certain impact on the Company's cost
of capital.
Item
Average loan balance
Interest expense
Impact of 0.25% change in interest
rate on net income before tax
2023
83,244
2,004
208
2024
82,940
1,977
207
Unit: in NT\$ millions 1. Financial leverage must be balanced with
increase in return on equity; thus, when
financial leverage reaches a set risk target,
the Company must raise capital from the
market to reduce risk.
2. Utilize the advantage of the Group's scale
and good performance to negotiate prime
rate from financial institutions.
Exchange
rate
The characteristics of each product line are
described below:
3C products: Certain percentage of this product
line is imported (mostly denominated in US\$),
sale of goods is mostly denominated in local
currency, and there is certain exchange risk.
Semiconductor products: This product line is
mainly imported (mostly denominated in US\$),
sale of goods is mostly denominated in US\$, but
there still is certain exchange risk.
Item
Net exchange gains (losses)
2023
252
2024
113
Unit: in NT\$ millions A certain proportion of the purchase of goods
by both Taiwan and overseas subsidiaries are in
US\$, which creates foreign exchange risks
between NT\$ and local currencies against US\$.
Purchase US\$ or forward exchange and transfer
to term deposit when there is a purchase
denominated in US\$ and use the term deposit or
forward exchange to settle goods payable to
obtain total hedge.
Inflation Electronic 3C products have become rigid
demands, and the market is not highly sensitive
to price. However, if the economy is seriously
impacted by inflation, which will in turn affect
the purchasing power both of enterprises and
consumers, there will also be operational risks.
According to the IMF's inflation rate and average consumer prices
data, the inflation (deflation) rate in 2024 of where the Company
and its overseas subsidiaries are located are as follows:
Taiwan: 2.1%
China: 0.4%
Hong Kong: 1.7%
Australia: 3.3%
Indonesia: 2.5%
Description: As inflation is not significant in each country, there is
no major impact on the Company's operations in 2024.
The Company's sales derive mainly from
multiple countries, and so areas of significant
impact only cover a small proportion, meaning
it has effectively diversified operational risks.

(II) High-risk, high-leveraged investments, lending, endorsement guarantees, and derivatives transactions

Risk item 2024 implementation status Group policies and response measures
High risk and high
leverage investments
None. The operational policy of the Group focuses on the operation of regular business; thus, the Group does not invest
in this type of product.
Lending to others Lending exists only between parent
subsidiary relations in 2024.
1. Lending to others will require Board of Directors' resolution.
2. Lending to
(1) Companies that have business relations with the Group.
(2) Subsidiaries with short-term capital requirement.
3. The Group has stipulated "procedures for lending to others" to strictly control lending operation.
Endorsements and 1. Endorsements exist only between
parent-subsidiary relations in 2024.
2. No endorsement loss in 2024.
1. Endorsements and guarantees will require Board of Directors' resolution.
guarantees 2. Endorsements and guarantees for (1) Companies that have business relations with the Group.
(2) Companies that directly and indirectly hold more than 50% voting
interest.
(3) Inter-company or co-builder endorsement due to contract requirement,
or co-investment relationship and all shareholders endorse for the
Company in accordance with their shareholding.
(4) Companies that directly and indirectly hold 100% voting interest.
3.
The Group has stipulated "procedures for endorsements and guarantees" for strict control.
Derivatives
transactions
The Group has purchased forward
exchange contracts to avoid foreign
exchange risk in 2024, as gain/loss
from hedging transactions have been
offset by its gain/loss, no actual major
gain/loss is generated.
The group does not carry out speculative derivative trading; trading of derivative products is for hedging purpose
only. All transactions are strictly controlled in accordance with "procedures for derivative transactions" stipulated
by the Group.

(III) Other

Risk item Risk factor Impact on the
Company in 2024
Response measures
R&D In order to expand its semiconductors business, the Company
has a dedicated department responsible for providing product
testing and design services for brand manufacturers and
customers. However, the Company is positioned to provide
technical services, and the risk of product R&D is concentrated
solely on suppliers or customers.
None The Company's technology application department is positioned to "assist the
sales of semiconductor products through pre-sales services", and resources are
invested depending on market conditions to provide customer services; the
final risk of R&D is borne by the customers.
In addition, the Company is positioned as a "Management Service Platform",
and has invested a fair amount of human resources and funds; it has
continually refined its services and systems to satisfy requirements of the
industry supply chain. However, this investment is innovation of operation
management and service, and does not apply to R&D investment.
In conclusion, the Group has no plan to invest in R&D.
Risk item Risk factor Impact on the Company
in 2024
Response measures
Change of government
policy and regulations
As the Company is a channel business with strong logistics
capabilities, the risk of product R&D focuses solely on
suppliers or customers. At present, the industrial policies of
the governments of each country in which the Company is
located tend to encourage the development of high value
added logistics operations, especially in Taiwan and the
China. Thus, the risk of change of government policies and
regulations is limited at present.
There are no major changes in
government policies and
regulations.
The Company will continue to observe and analyze the future
direction of government policies and regulations in order to
facilitate immediate response.
Change of technology
(such as information
security risks) and
industry
1. The Company's product range is mostly high-tech
products; thus, sales change triggered by change of
technology will result in operational risk, for example,
unable to become an agent for innovative products.
The Company's product
distribution rights have both
increased and decreased.
The Company operates on its policy of "multi-brand, multi
products." The products that the Company distributes include
well-known global brands. In general, most major brands have
good control over their technological advantages; thus, the
Group's operational risk is effectively reduced.
2. The Company's business operations are highly dependent
on the construction and development of information
systems. If there are threats that affect the assets,
processes, and operating environment of the entire
organization, the enterprise as a whole may suffer a loss
of information confidentiality, integrity, or availability.
The Company has no major
deficiencies in information
security-related audits and has
no major information security
incidents resulting in leakage
of customer information and
The Company will continue to rigorously monitor and
strengthen information security protection mechanisms, track
information security threats and formulate response measures
to control the risk events that may exist in the enterprise, and
continue to track improvement.
1. Strengthen information security awareness promotion and
fines. training to reduce personnel errors and enhance personnel's
awareness of information security protection.
2. Continue to pay attention to international trends and
standard requirements, and conduct international standard
verification through external third-party organizations
every year (passed ISO 27001 information security
verification for 9 consecutive years).
Change of corporate
image
As the end-user of the Company's IT and Telecom products
are consumers, corporate image is very important to the
Company's operation.
The corporate image of the
Company remains positive
and there is no event that
significantly damaged the
Company's image.
1. Strengthen the service skills of the customer service
department, and fully utilize the functions of customer
feedback and consumer complaint mailbox.
2. In case of major consumer disputes, an inter-departmental
team shall be formed to keep the situation from worsening.
Mergers and
acquisitions
Mergers and acquisitions can facilitate the expansion of
product distribution and range while expanding market
share. However, there are risks of overpricing, under
valuing liability, and failure in integration.
The Company did not
participate in any mergers and
acquisitions.
N/A.
Expansion of plants Synnex's core competitive advantage is effective and quality
back office logistics operation that enhances value added
services, expands market share, and enhances overall
performance. However, there exists risks of poor cash flow
resulting from over-expansion, low utilization, or idleness.
The cost of establishment or
expansion of logistics centers
was approximately NT\$983
million.
Before expansion: Careful evaluation of investment
effectiveness and cost.
After expansion: Introduce successful operational experience
and management to develop its effectiveness.
Centralized purchasing
or sales
The risk of centralized purchasing is the impact to the
Company's performance when distribution rights or when
the represented product has lost its competitiveness.
The risk of centralized sales is the significant impact to the
Company's performance when losing a customer.
The Company does not have
over centralized purchasing
and sales issues. See the
statistics of the "Group's list
of key clients and amounts in
the past two years".
The Company operates on its policy of "multi-brand, multi
products" and "open channel management to establish dense
reseller network" to develop markets, which can also
effectively avoid risk of centralized purchasing and sales.
Mass transfer or
change of shares of
directors, supervisors,
or shareholders
holding more than
10% interest
May have significant impact to shareholder rights and
Synnex's share price.
No significant equity transfer
or change.
The Company has established reporting mechanism to
effectively manage relevant situations and the disclosure of
information.
Change in
management rights
May have significant impact to shareholder rights and
Synnex's share price.
There is no change in
management rights.
The Company will promptly publish major information shall
there be any change in management rights.
Litigation or non
litigation events
Major litigation and non-litigation events of the Company
and the Company's Directors, Supervisors, President, actual
owner, major shareholders with over 10% of shareholding,
and subsidiaries will damage the Company's image,
shareholder rights, and Synnex's share price.
Description below With the established reporting system, the Company will
minimize the damage through honest, fast, and open process.

The concluded or pending litigious, non-litigious, or administrative litigation event as of the date of report is described as follows:

On November 13, 2017, the Suzhou Xiangcheng District People's Court in Jiangsu Province accepted the suit brought by Ziguang Digital (Suzhou) Group Co., Ltd. against Synnex Distributions (China) Ltd. for a dispute over a sale and purchase contract. Ziguang believed that the goods they received were not the target of the contract and requested a refund. The court dismissed the case on January 22, 2018 since it believed that the Public Security Bureau was investigating the case. In August 2020, on the grounds that the Public Security Bureau canceled the criminal investigation, lawsuits were successively renewed for RMB28,926 thousand, RMB17,401 thousand, RMB5,593 thousand, and liquidated damages. In March 2022, the Suzhou Xiangcheng People's Court in Jiangsu Province ruled against the Company in the aforementioned cases. The Company completed payment in full in May 2022. Filed for retrial in August 2022.

(IV) Other significant risks and response measures: None.

III. Other important matters: None.

06 Special disclosures

I. Profiles of affiliated enterprises

(I) Organization chart and basic information of affiliated enterprises

Please refer to the "Single Company - Document Download - Affiliated Enterprise" section of the Market Observation Post System (MOPS) at https://mopsov.twse.com.tw/mops/web/t57sb01_q10

In addition, the Company does not have a company with control and affiliation as stipulated in Article 369-3 of the Company Act and the direct or indirect control of personnel, finances, or business operations of the Company as stipulated in Article 369-2, Paragraph 2 of the Company Act.

(II) Information of common shareholders who are presumed to have a relationship of control and subordination: None.

(III) Businesses covered by the affiliated enterprises' overall operations

The businesses of the Company and the Company's affiliated enterprises include IT for commercial use, IT for home-use, telecommunications, and semiconductor products channel businesses, warehousing and logistics services, maintenance and technical services, and professional investments.

(IV) The names of the directors, supervisors and presidents of the affiliated enterprises and their shareholding or investment in the affiliated enterprises

Please refer to the "Single Company - Document Download - Affiliated Enterprise" section of the Market Observation Post System (MOPS) at https://mopsov.twse.com.tw/mops/web/t57sb01_q10

(V) Business overview of affiliates

Please refer to the "Single Company - Document Download - Affiliated Enterprise" section of the Market Observation Post System (MOPS) at https://mopsov.twse.com.tw/mops/web/t57sb01_q10

(VI) Consolidated financial statement of affiliates

For the 2024 year, companies that should be included in the consolidated financial statement of affiliates as provided by the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports of Affiliated Enterprises, and Consolidated Financial Statements of Affiliated Enterprises" are the same as what should be included in the consolidated financial statements of parent and subsidiary companies as provided in IFRS No. 10, and the relevant information that should be disclosed in the consolidated financial statements of affiliates has been disclosed in the consolidated financial statements of the parent and its subsidiaries. Hence, we did not separately prepare consolidated financial statements of affiliated enterprises. The Company has issued the aforementioned declaration; please refer to the audit report by the independent accountants.

  • II. Progress of private placement of securities: None.
  • III. Other supplemental information: None.
  • IV. Corporate events with material impact on shareholders' equity or stock prices set forth in Article 36, Paragraph 2, Subparagraph 2 of Securities and Exchange Act in the past year and up to the date of report: None.