Management Approach
Bora Pharmaceuticals adopts a top-down risk governance and management structure supervised by the Board of Directors and the Sustainability Committee, and coordinated by the Risk Management Team, integrating risk awareness into day-to-day decision-making and all operating units. Addressing strategic risk, operational risk, financial risk, information risk, compliance risk, integrity risk, and other emerging risks, we implement standardized procedures for risk identification, risk analysis, risk evaluation, risk response, and oversight and examination based on the established Risk Appetite. Through regular oversight and a dynamic management mechanism, we proactively respond to changes in the internal and external environment, optimizing the effective allocation of resources to minimize potential impacts, ensuring the accomplishment of objectives and strengthening long-term resilience.
Risk Management Policy and Procedures
To establish a risk management system, ensure steady business operations, and advance toward sustainable corporate development goals, the Company has formulated the “Risk Management Policy and Procedures” applicable to the Company and its subsidiaries. This Policy references international standards such as the COSO ERM Framework, ISO 31000, ICH Q9 (Quality Risk Management), and the “Risk Management Best Practice Principles for TWSE Listed Companies.”
In accordance with Article 20 (Implementation and Amendment) of the Policy, this document was resolved by the Sustainable Development Committee and approved by the Board of Directors on November 13, 2025, serving as the highest guiding principle for the Group’s risk management.
Implementation Status of Risk Management in 2025
The Company initiated the Enterprise Risk Management (ERM) in 2025. The annual operations focused on establishing a governance foundation and shaping a risk-aware culture. The key execution results are as follows:
A. Establishment of Risk Management Organizational Structure
Following the recommendations of the “Risk Management Best Practice Principles for TWSE Listed Companies,” the Company has established a comprehensive risk governance and management framework tailored to its operational scale, business characteristics, risk nature, and operational activities. The risk management organizational structure and responsibilities are clearly defined to ensure the implementation of risk management across all business areas through communication, coordination, and liaison among units.
The structure and responsibilities, summarized from Article 13 (Risk Management Organizational Structure) of the Policy, are as follows:
- Board of Directors: As the highest governance body for risk management, the Board aims to ensure legal compliance and promote the implementation of group-wide risk management. It holds ultimate responsibility for risk management, ensuring a clear understanding of operational risks and the effectiveness of risk management practices.
- Sustainable Development Committee: A functional committee established under the Board, responsible for handling risk control-related issues and supervising the overall execution and coordination of risk management operations.
- Risk Management Team: With the General Manager serving as the convener (or a representative appointed by the General Manager), the team convenes regular annual meetings to plan, execute, and supervise risk management-related affairs.
- Internal Audit Office: Responsible for internal audits and periodically reporting audit results to the Sustainable Development Committee and the Board of Directors.
- Risk Category Responsible Units: The primary units responsible for specific risk categories, charged with managing the various risks within their respective domains.
- Operational Units: Heads of operational units are responsible for managing day-to-day risks.
B. Formulation and Approval of Risk Management Policy and Procedures
Taking into account the specific characteristics of the pharmaceutical industry and integrating the ICH Q9 Quality Risk Management concepts, the Company drafted a Group-level risk management policy referencing international standards (COSO ERM Framework, ISO 31000) and the “Risk Management Best Practice Principles for TWSE Listed Companies” to establish a unified risk language.
Through the involvement of the Board of Directors, the Sustainable Development Committee, and senior management, risk management is aligned with the Company’s strategies and objectives. Major risk items were defined to enhance the comprehensiveness, foresight, and integrity of risk identification results. These were then cascaded down to promote corresponding risk controls and response measures, thereby reasonably ensuring the achievement of the Company’s strategic goals.
The Risk Management Policy was submitted to the Sustainable Development Committee for resolution and implemented following approval by the Board of Directors. It serves as the highest guiding principle for the Group’s risk management and has been published on the Company’s official website.
C. Operational Status for 2025
Following the approval of the Risk Management Policy and Procedures by the Board of Directors on November 13, the Company held the “Enterprise Risk Management Project Kick-off Meeting and Risk Management Training” on December 23. This session educated senior executives and departmental representatives on the risk management policy, outlined the enterprise risk management framework, and explained the implementation plan for 2026. The objective was to enhance colleagues’ capabilities in risk identification and assessment, thereby embedding a culture of risk management throughout the entire workforce.
Risk Identification and Response Measures
| Risk Category | Risk Impact | Response Measures |
|---|---|---|
| Network Information Security | Cyberattacks could lead to data leaks, transaction impersonation, or network paralysis, causing operational interruptions, significant financial losses, and reputational damage, potentially leading to legal issues. Bora Group expanded its attack surface with mergers in 2023, necessitating attention to acquired companies’ potential cybersecurity risks. |
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| Product Responsibility and Safety | During GMP-related regulatory changes, immediately assess whether the plant needs to implement corresponding measures to avoid non-compliance. Risks related to product manufacturing quality are evaluated according to PIC/S GMP regulations. If the process encounters abnormalities or test results do not meet standards, products are deemed non-compliant and not shipped, ensuring no risk to customers. |
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| Process Safety | The production environment for pharmaceutical manufacturing is primarily based on PIC/S GMP and Good Manufacturing Practice standards. The operating environment temperature is maintained at 23±4°C, and humidity is controlled below 60% RH. With global warming and climate change, maintaining operating environment temperature and humidity becomes increasingly challenging. |
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| Regulatory Compliance | Pharmaceutical, food, cosmetics, and medical device regulations are becoming increasingly stringent. Products that do not meet regulatory standards cannot undergo inspection and registration or must be discontinued. |
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| Supply Chain | Some raw materials are produced only in specific regions, making the supply chain vulnerable to regional natural disasters or political risks, leading to supply shortages or delays, affecting product production and sales. |
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