Taiwan Semiconductor — NYSE Section 303A (company IR deck)

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1 TSMC Property TSMC‘s corporate governance practices are governed by Act and R.O.C. Securities and Exchange Act, and also TSMC‘s Articles of Incorporation. Also with the U.S. SEC and are listed on the NYSE, TSMC is subject to corporate governance requirements aplicable to NYSE - listed foreign private isuers. Under Section 303A of the NYSE Listed Company Manual, NYSE - listed non - US companies may, in general, folow their home country corporate governance practices in lieu of most of the new NYSE corporate governance requirements. However, al NYSE - listed foreign private isuers must comply with NYSE Sections 303A.06, 303A.1, 303A.12(b), 303A.12(c) and 303A.14. Item 16G as wel as NYSE Section 303A.1 requires that foreign private isuers disclose any significant ways in which their corporate governance practices difer from US companies under NYSE listing standards. This requirement is not intended to sugest that one country's corporate governance practices are beter or more efective than another. A NYSE - listed foreign private isuer is required to provide to its US investors, a brief, general sumary of the significant diferences, either: (a) on the company website in English, or (b) in its anual report distributed to its US investors. To comply with NYSE Section 303A.1, TSMC has prepared the comparison in the table below. The most relevant diferences betwen TSMC corporate governance practices and NYSE standards for listed companies are as folows: NYSE Standards for US Companies under Listed Company Manual Section 303A TSMC Corporate Practices NYSE Section 303A.01 requires a NYSE - listed company to have a majority of independent directors on its board of directors. Taiwan law does not require a board of directors of publicly traded companies to consist of a majority of independent directors. Taiwan law requires public companies meting certain criteria to have at least thre independent directors but no les than one fifth of the total number of directors on its board of directors. Starting from 2024, public companies that met certain criteria are required to have a minimum of one - third of their directors serving as independent directors. In adition, Taiwan law requires public companies to disclose information pertaining to t heir directors, including their independence status. Please se TSMC‘s annual report and Form 20 - F for the relevant year filed with the Taiwan authorities and the U.S. SEC (both of which are available online at w.tsmc.com ) for information on the total number of TSMC directors and directors who would be considered independent under NYSE Section 303A.02 and Taiwan law. NYSE Section 303A.02 establishes general standards to evaluate directors‘ independence (no unles the board of directors afirmatively determines that the director has no material relationship with the listed company either directly or as a partner, shareholder or oficer of an organization that has a relationship with the listed company). Taiwan law establishes comparable standards to evaluate director independence. For further i Taiwan a nual r eport for the relevant year. NYSE Section 303A.03 requires non - management directors to met at regularly scheduled executive metings that are not atended by management. Taiwan law does not contain such a requirement. Except for metings of sub - comites of the board of directors and those held by managing directors, Taiwan law does not alow separate board metings of part but not al of the board of directors. NYSE Section 303A.04 requires listed companies to have a nominating/corporate governance comite comprised entirely of independent directors which comite shal have a writen charter establishing certain minimum responsibilities as set forth in NYSE Section 303A.04(b)(i) and providing for an anual evaluation of the committee Taiwan law does not contain such a requirement. Pursuant to Taiwan law, TSMC‘s director shareholders or by the entire board of directors. TSMC, however, has established a Nominating, Corporate Governance and Sustainability Comite in February 2023 to asist our Board of Directors mainly in selecting candidates for nomination to be elected as independent directors to the Board and advising on corporate governance and sustainability maters. The Nominating,

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2 TSMC Property Corporate Governance and Sustainability Comite, by its charter, shal be composed of the Chairman of the Board and thre to six independent directors. NYSE Section 303A.05(a) requires listed companies to have a compensation comite comprised entirely of independent directors. Taiwan law requires certain public companies, such as us, to establish a compensation comite by September 30, 201. TSMC, however, has established its Compensation Comite since 203 (renamed as —C ompensation and People Development Comite “ efective as of February 14, 2023) , which has met the requirements under the Taiwan law. Taiwan law permits a non - director independent member, apointed by the board of directors, to serve as a member on the compensation comite, so long as such member mets the independent and other requirements under the relevant Taiwan law . Also, as required by the TWSE, the compensation comite of the companies listed on the TWSE must consist of a majority of independent directors, and al the members of the compensation comite shal elect an independent director to act as the convener and the chairperson of the meeting. Please see TSM and Form 20 - F for the relevant year filed with the Taiwan authorities and the U.S. SEC (both of which are available online at w.tsmc.com ) for further information regarding the composition and functions of its compensation comite. NYSE Section 303A.05(b) requires a compe charter to establish certain minimum responsibilities and to provide for an annual evalu Taiwan law requires certain public companies, such as us, to establish a compensation comite by September 30, 201. TSMC, however, has established its Compensation Comite since 203, which has met the requirements under the Taiwan law, and TSMC‘s Compensatio Comite charter contains the same responsibilities as those provided under NYSE Section 303A.05(b)(i) and mandates the comite to review the adequacy of its charter anualy. NYSE Section 303A.06 requires listed companies to have an audit comite that satisfies the requirements of Rule 10A - 3 under the Exchange Act. Foreign private isuers must satisfy the requirements of Rule 10A - 3 under the Exchange Act by July 31, 205. TSMC voluntarily established its Audit Comite (renamed as —Audit and Risk Comite “ efective as of February 14, 2023) before the promulgation of related Taiwan law. Our Audit and Risk Comite fuly complies with both local law requirements and corporate governance st report and Form 20 - F for the relevant year filed with the Taiwan authorities and the U.S. SEC (both of which are available online at w.tsmc.com ) for further information regarding the composition of its audit co and Risk Comite members are al independent directors satisfying requirements of Rule 10A - 3 under the Exchange Act. NYSE Section 303A.07(a) requires an audit comite to consist of at least thre board members. Al of its members shal be financialy literate or must acquire such financial knowledge within a reasonable period and at least one of its members shal have experience in acounting or financial administration. Taiwan law requires al independent directors of a public company to be members of the audit comite if the company has established such a comite of which at least one shal have accounting or financial exp report and Form 20 - F for the relevant year filed with the Taiwan authorities and the U.S. SEC (both of which are available online at w.tsmc.com ) for further information regarding the composition of its audit co Comite members are al financialy literate and are asisted by a financial expe rt consultant. NYSE Section 303A.07(a) requires that if an audit comite member is simultaneously a member of the audit comite of more than thre public companies, and the listed company does not limit the number of audit comites on which its members Taiwan law does not contain such requirement. Taiwan law requires al independent directors of a public company to be members of the audit comite if the company has established such a comite. Taiwan law forbids an independent director

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3 TSMC Property may serve, then, in each case the board of that company shal determine whether the simultaneous service would prevent such member from effectively serv comite, and shal report its decision in the anual proxy statement of the company or Form 10 - K filed with the U.S. SEC. from serving as an independent director on a total of more than four Taiwan public companies. NYSE Section 303A.07(a) requires al members of the audit comite to be independent. Taiwan law requires al independent directors of a public company to be members of the audit comite if the company has established such a comite. NYSE Section 303A.07(b) requires an audit comite to have a writen charter establishing the duties and responsibilities of its members, including the duties and responsibilities required, at a minimum, by Rule 10A - 3(b)(2), (3), (4) & (5) of the Exchange Act. Taiwan law requires comparable standards. TSMC curently has a writen Audit and Risk Comite charter containing the same duties and responsibilities as those provided under Section 10A - 3(b)(1) of the Exchange Act. NYSE Section 303A.07(b)(i)(B) and (C) establishes audit comite objectives: (i) to discus the anual audited financial statements and the quarterly financial statements of the company with management and the independent auditor, including the information disclosed under Discusion and Analysis of Financial Condition and Results of Operations“; and (ii) to discuss the comp relating to its earnings as wel as the financial information and guidelines relating to its earni ngs that are suplied to analysts and rating agencies. TSMC‘s written Audit and Ri the same audit comite objectives. NYSE Section 303A.07(b)(i)(G) requires an audit comite to establish clear policies fo Taiwan law does not contain such requirement. NYSE Section 303A.07(c) requires each company to have an internal audit function that provides to the management and to the audit committee ongoing ass management proceses and internal control system. Taiwan law requires public companies to establish an internal audit function. Internal auditors are subject to strict qualification standards under Taiwan law, which require the board of directors to approve the appointment audit function. TSMC‘s inte the same responsibilities as provided under NYSE Section 303A.07(d). NYSE Section 303A.08 requires each company to give to shareholders the oportunity to vote on al equity based compensation plans and material revisions thereto with certain exceptions. Taiwan law imposes a similar requirement. E mploye stock option plans (—ESOPs“) are of directors. Shareholders‘ of options granted under the relevant ESOP does not exced the reservation made in TSMC‘s A

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