Remuneration Committee
The terms of reference of the Remuneration Committee:
1. Regularly review the organization chart of the Remuneration Committee and suggest amendments.
2. Establish and regularly review the company’s directors, supervisors and managers’ performance evaluation standards, annual and long-term performance goals, and remuneration policies, systems, standards and structures.
3. Regularly evaluate and determine the achievement of performance goals of directors, supervisors and managers, and determine the content and amount of individual remuneration based on the evaluation results obtained from the performance evaluation standards.
Title |
Name |
Main Experience |
Convener |
Lu Shi Tong |
Ph.D. in Construction Management, Department of Civil Engineering, National Central University Ph.D. in Business Administration, National Central University Director, National and Regional Development Research Center Adjunct Associate Professor, Department of Business Administration, College of Management, National Central University Adjunct Associate Professor, Department of Civil Engineering, College of Engineering, National Central University Adjunct Associate Professor of Economics, General Education Center, Taipei Tech (National Taipei University of Technology) Professor, Department of International Logistics and Transportation Management, Kainan University Associate Professor, Graduate Institute of Project Management, College of Business, Kainan University Associate Professor and Head, Department of Risk Management, College of Business, Kainan University Dean, College of Tourism and Transportation, Kainan University Independent Director, Taiwan Navigation Co., Ltd. Supervisor, Power-Electrics Co., Ltd. |
Committee |
Zhou Jun Yi |
National Chengchi University, Department of Accounting/Department of Public Finance Ernst & Young Deloitte & Touche Makalot Industrial Co., Ltd. AkzoNobel Taiwan Co., Ltd. Ming Yuan CPA Firm, Certified Public Accountant |
Committee |
Chen Jin Han |
Department of Law, Soochow University Attorney, Hansheng Law Firm Managing Attorney, Hansheng Law Firm |
5th Term, 3rd Meeting of the Compensation Committee
(I)Meeting Date: May 9, 2023
(II)Attending Committee Members: Lu Shitong, Zhou Junyi, Chen Jinhan
(III)Agenda:
1.Proposal for the appointment of a corporate governance officer.
2.Proposal for the change of the accounting officer.
3.Regular evaluation of the individual salary and compensation of the company's directors and executives.
(IV)Resolutions:
1.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
2.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
3.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
(V)Company’s Action on the Committee's Recommendations:
The resolutions have been addressed at the 9th Term, 6th Board Meeting on May 11, 2023.
5th Term, 4th Meeting of the Compensation Committee
(I)Meeting Date: August 10, 2023
(II)Attending Committee Members: Lu Shitong, Zhou Junyi, Chen Jinhan
(III)Agenda:
1.Proposal for a new director and executive compensation policy.
2.Proposal for the distribution of the 2022 director and supervisor compensation and executive staff compensation.
3.Regular evaluation of the individual salary and compensation of the company's directors and executives.
(IV)Resolutions:
1.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
2.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
3.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
(V)Company’s Action on the Committee's Recommendations:
The resolutions have been addressed at the 9th Term, 8th Board Meeting on August 11, 2023.
5th Term, 5th Meeting of the Compensation Committee
(I)Meeting Date: December 21, 2023
(II)Attending Committee Members: Lu Shitong, Zhou Junyi, Chen Jinhan
(III)Agenda:
1.Proposal for the 2023 year-end bonus for executives.
(IV)Resolutions:
1.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
(V)Company’s Action on the Committee's Recommendations:
The resolution has been addressed at the 9th Term, 11th Board Meeting on December 21, 2023.
5th Term, 6th Meeting of the Compensation Committee
(I)Meeting Date: May 13, 2024
(II)Attending Committee Members: Lu Shitong, Zhou Junyi, Chen Jinhan
(III)Agenda:
1.Regular evaluation of the individual salary and compensation of the company's directors and executives.
2.Proposal for the lease of executive cars.
(IV)Resolutions:
1.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
2.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
(V)Company’s Action on the Committee's Recommendations:
The resolutions have been addressed at the 9th Term, 13th Board Meeting on May 13, 2024.
5th Term, 7th Meeting of the Compensation Committee
(I)Meeting Date: November 13, 2024
(II)Attending Committee Members: Lu Shitong, Zhou Junyi, Chen Jinhan
(III)Agenda:
1.Internal executive compensation proposal.
2.Chairman's compensation proposal.
3.Proposal for the corporate governance officer.
4.Proposal for the change of the accounting officer.
5.Regular evaluation of the individual salary and compensation of the company's directors and executives.
(IV)Resolutions:
1.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
2.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
3.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
4.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
5.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
(V)Company’s Action on the Committee's Recommendations:
The resolutions have been addressed at the 9th Term, 16th Board Meeting on November 13, 2024.
5th Term, 8th Meeting of the Compensation Committee
(I)Meeting Date: December 26, 2024
(II)Attending Committee Members: Lu Shitong, Zhou Junyi, Chen Jinhan
(III)Agenda:
1. 113 year-end bonus payment case for managers.
(IV)Resolutions:
1.After consulting with all attending committee members, there were no objections, and the proposal was approved as presented.
(V)Company’s Action on the Committee's Recommendations:
The resolution matters have been resolved at the 17th meeting of the 9th Board of Directors on December 26, 2024.
The 9th 5th Remuneration Committee Meeting
(I) Meeting date: 23 April 2014
(II) Members present: Lü Shitong, Zhou Junyi, Chen Jinhan
(III) Contents of the proposal:
1.Amendment to the “Compensation Committee Organizational Rules”.
2.The Company’s new appointment of managers and proposed remuneration.
3.Corporate Governance Supervisor Case.
4.Discuss the content and amount of adjustments to the salaries and remuneration of the Company’s managers.
(IV) Resolution results:
1.The Chairperson consulted all the members present and the bill was passed without objection.
(V) The Company's handling of the opinions of the Remuneration Committee:
The resolution matters have been resolved at the 19th meeting of the 9th Board of Directors on April 23, 2025