For the purpose of improving the remuneration system for directors and managers, the Company established a Remuneration Committee in accordance with the Company’s “Remuneration Committee Charter”. It was passed by the Board of Directors on June 27, 2022, and the independent directors were appointed as members of the Remuneration Committee. The term is the same as that of the current Board of Directors.
| Terms of Serving as Remuneration Committee’s Members | 2nd Remuneration Committee | Name |
|---|---|---|
| 2025/6/27-2028/6/25 | Convener | Jason Liu |
| 2025/6/27-2028/6/25 | Member | Jason Liu, Jun Ishikawa, Claire Lin,I-Chu Chen |
The Remuneration Committee is composed of 4 independent directors, which should formulate and regularly review the policy, system, standards, and structure for the performance assessment, salary, and submit the Committee’s recommendation to the Board meeting for discussion and decision reference. Remuneration Committee held two meetings in 2024, and the topic is as follows:
| Title | Name | Attendance Times in Person | Attendance by Proxy | Actual Attendance Rate(%) | Remark |
|---|---|---|---|---|---|
| Independent Director | Jason Liu | 3 | 0 | 100 | Expected Attendance Times: 3 |
| Independent Director | Jun Ishikawa | 3 | 0 | 100 | Expected Attendance Times: 3 |
| Independent Director | Claire Lin | 3 | 0 | 100 | Expected Attendance Times: 3 |
| Independent Director | I-Chu Chen | 2 | 0 | 100 | Expected Attendance Times: 2 |
1.Remuneration Committee held meetings during the most recent fiscal year:
| Date of Remuneration Committee | Contents of motions | Remuneration Committee Resolution |
|---|---|---|
|
2025.03.11
The 1st Meeting in 2025 of the 2nd Term |
|
The attending Committee members have reviewed and discussed the matter, and recommend that the proposal be approved as presented. |
|
2025.12.22
The 1st Meeting in 2025 of the 3rd Term |
|
As all committee members are interested parties to this proposal, and in accordance with the principle of conflict of interest avoidance, the proposal was submitted directly to the Board of Directors for resolution. |
|
The attending Committee members have reviewed and discussed the matter, and recommend that the proposal be approved as presented. | |
|
The attending Committee members have reviewed and discussed the matter, and recommend that the proposal be approved as presented. | |
|
The attending Committee members have reviewed and discussed the matter, and recommend that the proposal be approved as presented. | |
|
2026.03.10
The 1st Meeting in 2026 of the 3rd Term |
|
The attending Committee members have reviewed and discussed the matter, and recommend that the proposal be approved as presented. |
2. If the Board of Directors refuses to adopt or amend recommendations proposed by the Remuneration Committee, the date of the meeting, term of the meeting, contents of motions, resolution results, and the Company's response to the comments provided by the Remuneration Committee shall be described (e.g., if the remuneration passed by the Board of Directors exceeds the recommendation of the Remuneration Committee, the circumstances and cause for the difference shall be specified): None.
3. If the resolutions to which the members of the Remuneration Committee have an objection or reservation are recorded or written, please state the date and session of the meeting of the Remuneration Committee, contents of motions, opinions of the members, and handling of the opinions: None.
