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Compensation Committee members are as follows
| Name | Professional Qualification and Experience |
|---|---|
| Hsin-Pin Fu | Educational background: Ph.D., Institute of Engineering, National Chiao Tung University Career background: Supervisor, Flexium Interconnect Supervisor and Director, MACHVISION Inc. Co., LTD Professor, Department of Marketing and Circulation Management, National Kaohsiung First University of Science and Technology Section Chief, Electronic Information Section and Knowledge Service Section, Industrial Development Bureau, Ministry of Economic Affairs |
| Pai-Chun Wu | Educational background: PhD of Laws degree at Keio University, Japan Master of Law, Keio University, Japan Graduated from the Law Department of National Taiwan University Career background: Associate Professor / Dean of Department of Finance and Law, Ming Chuan University Chairman, Masterlink Futures Co., Ltd. Chairman, Masterlink Insurance Company Professional qualification |
| Shui-Tung Huang | Educational background: Master of Law, Chinese Cultural University Career background: Public prosecutor, District Prosecutor’s Office; Judge and President of the Courts of First and Second Instance Director, Criminal Affairs Division President of District Court in Kinmen, Penghu, Yilan, and Panchiao Taiwan High Court President, Taiwan High Court Taichung Branch Committee member, Civil Service Disciplinary Committee Professional qualification: Passed Judicial Officer / Lawyer Higher Examination, 1972 |
Information about status of Remuneration Committee
The company met 2 times in the Remuneration Committee in 2023 (A); members' attendance was as follows:
| Job title | Name | Actual number of attending seats (B) | Attendance by proxy | Attendance rate (%) (B/A) | Remark |
|---|---|---|---|---|---|
| Convener | Xin-Bin Fu | 2 | 0 | 100.00 | Re-elected on May 31, 2022 |
| Member | Wu Pei-Jun | 2 | 0 | 100.00 | Re-elected on May 31, 2022 |
| Member | Huang Shui-Tong | 2 | 0 | 100.00 | Re-elected on May 31, 2022 |
I. Scope of Duties
The Committee shall exercise the care of a good administrator to faithfully perform the following duties and present its recommendations to the board of directors for discussion.
(I) Periodically reviewing this Charter and making recommendations for amendments.
(II) Establishing and periodically reviewing the performance assessment standards, and the policies, systems, standards, and structure for the remuneration of the directors and managerial officers of the Company.
(III) Periodically reviewing the remuneration of the directors and managerial officers of the Company.
II. The Committee shall perform the duties under the preceding paragraph in accordance with the following principles:
(I) Ensuring that the remuneration arrangements of this Corporation comply with applicable laws and regulations and are sufficient to recruit outstanding talent.
(II) Performance assessments and compensation levels of directors and managerial officers shall take into account the general pay levels in the industry, and the reasonableness of the correlation between the individual's performance and the Company’s operational performance and future risk exposure.
(III) There shall be no incentive for the directors or managerial officers to pursue remuneration by engaging in activities that exceed the tolerable risk level of the Company.
(IV) For directors and senior managerial officers, the percentage of remuneration to be distributed based on their short-term performance and the time for payment of any variable compensation shall be decided with regard to the characteristics of the industry and the nature of the Company.'s business.
(V) No member of the Committee may participate in discussion and voting when the Committee is deciding on that member's individual compensation.
III. Other notes:
(I) If the Board of Directors declines to adopt or modify a recommendation of the Remuneration Committee, the date, session, topic discussed and the resolution of the Board meeting and handling of the resolution of the Remuneration Committee shall be specified (if the compensation package approved by the Board is better than the recommendation made by the committee, please specify the discrepancy and its reason): None.
(II) As to the resolution of the Remuneration Committee, if a member expresses any objection or reservation, either by recorded statement or in writing, the date, session and topic discussed of the committee meeting, all members' opinions and handling of members' opinions shall be specified: None.
(III) Discussions and resolution results of the Remuneration Committee:
| Date | Proposal content | Resolution result |
|---|---|---|
| 2023.01.05 | 1. Proposal for 2022 distribution of directors’ remunerations 2. Proposal for 2022 distribution of employees’ remunerations to managerial officers 3. Proposal for 2022 operating bonus distribution for Company managers | All members agreed to pass |
| 2023.11.10 | Amend the Company’s "Organization Regulations for Remuneration Committee” | All members agreed to pass |