Performance Evaluation of Board of Directors
To strengthen corporate governance and clearly define performance objectives in order to enhance the functionality and operational efficiency of the Board of Directors, the Company’s Board approved the revision of the "Procedures for Performance Evaluation of the Board of Directors" on January 25, 2024. The main revisions include defining the scope of the Board performance evaluation and updating the performance measurement items for individual directors’ self-assessments.
Since 2017, at the end of each fiscal year, the shareholder affairs unit distributes self-assessment questionnaires, records the evaluation results, and submits a report to the Board for review and improvement. Additionally, every three years, an external professional independent organization or a team of external experts and scholars conducts a comprehensive evaluation of the Board’s performance and prepares an external assessment analysis report.
Board of Directors’ Performance Evaluation Implementation Status
|
Evaluation Cycle |
Evaluation Period |
Evaluation Scope |
Evaluation Method |
Content of Evaluation |
|
Annual |
20240101~ 20241231 |
Board of Directors |
Internal self-evaluation of the board of directors "Self-evaluation Questionnaire for Board Performance" |
A total of 50 evaluation indicators are included in the five aspects of participation in the Company's operations, enhancement of the quality of board decision-making, composition and structure of the board of directors, election and continuing knowledge development of directors, and internal control. |
|
Annual |
20240101~ 20241231 |
Individual director |
Internal self-evaluation of director member "Self-evaluation Questionnaire for Director Member Performance" |
A total of 28 evaluation indicators are included in the four aspects of understanding of the Company’s goals and mission, participation in the Company's operations, director’s professionalism and continuing knowledge development, and internal control. |
|
Every three years by an external profession-nal independ-ent institution |
20240801~ 20250731 |
Operation of the Board of Directors and Its Functional Committee
|
Engaged the external professional organization, Taiwan Corporate Governance Association, to conduct the Board performance evaluation. |
|
Ø The evaluation items of the board of directors and the functional committees in 2024 are all in effective operation, and the evaluation results has been report to the board meeting on March 14, 2025. The external professional independent agency TCGA was entrusted to implemented the external performance evaluation, and the recommendation report have been submitted to the board meeting on Nov. 10, 2025 reporting as a basis for improvement.The annual Board Performance Evaluation Results are provided to the Compensation Committee as a reference for individual directors’ remuneration and re-nomination decisions.
Strengthen the Functions of the Board of Directors
(1)To promote gender equality among Board members, enhance female participation in decision-making, and strengthen Board structure, the Company added a target in its 2024 Board diversity management goals to have female directors account for one-third of the total Board seats, and plans to add two female directors during the 2026 Board re-election.
(2)To enhance transparency in information disclosure, the Company has voluntarily disclosed individual director remuneration in its annual reports to shareholders starting in 2024, and reports the remuneration policy, individual remuneration details, and amounts at the Annual General Meeting.
External Performance Evaluation Report
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Year |