According to Roo Hsing’s Articles of Incorporation, the Company shall have seven to nine directors (including independent directors). Pursuant to the candidate nomination system as specified in Article 192-1 of the R.O.C. “Company Law,” directors shall be elected by Shareholders’ Meeting from the candidate list to serve for a term of office of three years and may be eligible for re-elections. In case no election of new directors is effected after expiration of the term of office of existing directors, the term of office of out-going directors shall be extended until the time new directors have been elected and assumed their office. When the number of vacancies in the Board of Directors equals to one third of the total number of directors or all independent directors are discharged, the Board of directors shall call, within 60 days, a special meeting of shareholders to elect succeeding directors to fill the vacancies, but limited to fulfill the unexposed term of office of the predecessor. As prescribed in Article 14-2 of Securities and Exchange Act, the number of independent directors elected shall not be less than two in number and not be less than one-fifth of the total number of directors. Regarding the professional qualifications, restrictions on shareholdings and concurrent positions held, method of nomination, and other matters for compliance with respect to independent directors shall follow regulations prescribed by the Competent Authority. In addition to compliance with relevant laws, regulations and Articles of Incorporation, “Rules for Election of Directors” have been laid down to govern the election of directors and relevant matters