HOME
Corporate Governance
Corporate Governance
Corporate Governance
- Corporate Governance
- Board of Directors
- Significant Board Resolutions
- Director Training and Development
- Communication between Independent Directors, Internal Audit Supervisor, and Auditors
- Audit Committee
- Remuneration Committee
- Internal Audit
- Core Internal Regulations
- Stakeholders
- ESG Sustainability Management
- Cybersecurity Risk Management
- Shareholders’ Meeting
- Dividend Policy
- Market Observation Post System (MOPS)
Remuneration Committee
Remuneration Committee Members:
Remuneration Committee Responsibilities:
The Committee members shall be appointed by resolution of the Board of Directors, with a minimum of three members. One member shall act as the convener, and at least one member shall be an independent director.
Internal Performance Evaluation:
The self-assessment results of the Company’s Compensation Committee performance evaluation for the year 2023 (112th year) range between a score of 5 ("Excellent, Strongly Agree") and 4 ("Good, Agree"). The Board members generally strongly agree with the operation of the various evaluation indicators. The overall operation of the Compensation Committee is good, meets corporate governance requirements, and effectively strengthens the Board's functions while safeguarding shareholder interests.
Compensation Committee Operation Information
The Company’s Compensation Committee consists of three members.
The current term of the members is from October 23, 2023, to October 22, 2026.
In 2023, the Compensation Committee held one meeting, and all members attended in person. The attendance of the members is as follows:
Compensation Committee Meeting Information
The Compensation Committee’s meetings over the past year, as well as the review and evaluation of the Company’s compensation information, are as follows:
Other Matters to be Recorded:
If the Board of Directors does not adopt or amend the recommendations of the Compensation Committee, the Board shall specify the date, session, agenda, resolution of the Board, and how the company handles the opinions of the Compensation Committee (for example, if the salary and compensation approved by the Board are more favorable than those recommended by the Compensation Committee, the differences and reasons should be specified): None
Title | Name | Professional Qualifications and Experience | Independence Status | Number of Other Public Companies Where Serving on Remuneration Committee | |||||||
Independent Director/Convener | Hsu Ming-Hsien |
|
Meets Independence Criteria as Follows:
|
0 | |||||||
Independent Director | Hu Sheng-Yi |
|
0 | ||||||||
Independent Director | Yen Wen-Pi |
|
1 |
Remuneration Committee Responsibilities:
The Committee members shall be appointed by resolution of the Board of Directors, with a minimum of three members. One member shall act as the convener, and at least one member shall be an independent director.
- Periodically review these Rules and propose amendments as necessary.
- Establish and regularly review the policies, systems, standards, and structures for the annual and long-term performance goals, as well as the compensation of the company’s directors, supervisors, and managerial officers.
- Periodically evaluate the achievement of performance goals by the company’s directors, supervisors, and managerial officers, and determine their individual compensation packages and amounts accordingly.
Internal Performance Evaluation:
Period | Method | Content | Results | Reported to Board |
112.01.01 ~ 112.12.31 |
Internal Self-Evaluation |
The internal self-assessment of the Company’s Compensation Committee covers the following four major aspects:
|
The overall performance self-assessment score of the Company’s Compensation Committee is 4.68 (out of a maximum of 5), indicating a good evaluation result, which demonstrates the effectiveness of the Company's efforts to strengthen the performance of the Compensation Committee. | 113.04.30 |
Compensation Committee Operation Information
The Company’s Compensation Committee consists of three members.
The current term of the members is from October 23, 2023, to October 22, 2026.
In 2023, the Compensation Committee held one meeting, and all members attended in person. The attendance of the members is as follows:
Title | Name | Actual Attendance (B) | Proxy Attendance | Required Attendance (A) | Attendance Rate (B/A) |
Convener | Hsu Ming-Hsien | 1 | 0 | 1 | 100% |
Member | Hu Sheng-Yi | 1 | 0 | 1 | 100% |
Member | Yen Wen-Pi | 1 | 0 | 1 | 100% |
Compensation Committee Meeting Information
The Compensation Committee’s meetings over the past year, as well as the review and evaluation of the Company’s compensation information, are as follows:
Meeting Session and Date | Agenda and Follow-up Actions | Resolution | Company’s Handling of the Compensation Committee’s Opinions |
First Term, First Meeting December 21, 2023 |
2024 Compensation Committee Calendar | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. |
Personnel Management Regulations for the Company and Its Subsidiaries Regarding Managerial Officers | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. | |
Amendments to the Company’s “Compensation Committee Charter” | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. | |
Establishment of the Company’s “Remuneration Management Guidelines for Directors, Functional Committees, and Managerial Officers” | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. | |
Amendments to the Company’s “Board Performance Evaluation Measures” | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. | |
Establishment of the Company’s “Managerial Officer Performance Evaluation Measures” | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. | |
Establishment of the Company’s “Employee Profit Sharing Management Guidelines” | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. | |
Issuance of the Company’s “2023 First Issuance of Restricted Stock Awards for Employees” | Approved unanimously by all attending members. | Submitted to the Board of Directors and approved by all attending directors. |
If the Board of Directors does not adopt or amend the recommendations of the Compensation Committee, the Board shall specify the date, session, agenda, resolution of the Board, and how the company handles the opinions of the Compensation Committee (for example, if the salary and compensation approved by the Board are more favorable than those recommended by the Compensation Committee, the differences and reasons should be specified): None