Acer 2007 Annual Report Download - page 23

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20
E. The disclosure of information
a. The utilization of website to
disclose the information on
finance, operations and corporate
governance
The Company has set up a website containing the
information regarding its finance and operations. The
Company also discloses the enforcement of corporate
governance in the shareholders’ meeting and other
institutional investor meetings.
No discrepancy
b. Others means of disclosing
information
The Company has one chief speaker, two acting speakers
and designated team to be responsible for gathering and
disclosing the information.
The Company has been awarded A-grade by the
Securities and Futures Institute in regards to information
disclosure
No discrepancy
F. The establishment and enforcement
of Nomination and Compensation
Committee and other Functional
Committees
The Company has established a Compensation
Committee
No discrepancy
G. If the Company has implemented the corporate governance principles according to TSE Corporate Governance Best-Practice Principles, please
identify the discrepancy between your principles and their implementation:
z
Not applicable.
H. The systems, action plans and implementation of the Company’s social responsibility (e.g. human rights, employee rights, environmental protection,
community supports and involvements, social responsibility, the relationship with supplies, and interested parties' rights):
z
The Company has actively participated in community or charitable activities such as:
1.
sponsoring sport and literature/arts events,
2.
sponsoring the Council of Agriculture for Production Resume Scheme though assisting the use of IT products in remote districts.
3.
organizing the Acer Volunteer Team to take good care of disadvantaged children.
z
The BVQI has awarded the Company with the ISO 14001 registration, further, Acer's Eco organization was adjusted to be responsible for overseeing
the Company’s worldwide Eco strategy, and monitoring the results of the Eco management system. The Company has also set up an exclusive
e-mail account (eco@acer.com.tw), environmental web, and published a Corporate Environmental Report.
z
The Company has set up an exclusive web site for the new labor pension system containing information for employees regarding the laws and
regulations, and to offer assistance.
I. Other important information that may facilitate better understanding of the status of corporate governanceǺ
z
In additional to the training courses required by authorities, the Company also held related training courses for members of the Board
z
The Company clearly sets forth in the rules for the proceedings of Board meetings, that a director shall voluntarily abstain from voting on a proposal
involved with his/her own interests.
z
The Chairman of the Company does not act as the President, and both of them are not spouses or relatives within one degree of kinship.
z
The Company has purchased liability insurance for directors and officers.
3.3.3 Enforcement of Corporate Governance Implemented by the Company and Reasons for Discrepancy
Items Enforcement Status
Discrepancy between the corporate governance
principles implemented by the Company and the
Principles, and the reason for the discrepancy
A. The ownership structure and
shareholders' rights
a. The handling of the shareholders’
proposals and disputes
The Company has designated the Office of Shareholders’
Affairs to handle the shareholders’ proposals and
disputes.
No discrepancy
b. Information held on the identities
of major shareholders and their
ultimate controlling persons
The Company holds information on the identities of
major shareholders and their ultimate controlling persons.
No discrepancy
c. The establishment of risk control
mechanism and firewalls with
affiliates
The Company has established the appropriate risk control
mechanism and firewalls according to internal rules such
as rules of supervision over subsidiaries, rules governing
endorsement and guarantee, and the rules governing
acquisitions and dispositions of assets etc.
No discrepancy
B. The composition and duties of Board
of Directors
a. The election of independent
directors
None The composition of the Board is taken into
considerations of the business needs and operations
of the Board.
b. The regular evaluation of the
independence of CPA
The evaluation of the CPA is one of the main duties of the
Financial Statement and Internal Control Review
Committee
No discrepancy
C. The composition and duties of
supervisors
a. The election of independent
supervisors
None The composition of supervisors is taken into
considerations of business needs and practice.
b. The communication between
supervisors and employees and
shareholders
The Company has established an appropriate channel for
supervisors to communicate with executives, key
managers and shareholders.
No discrepancy
D. The establishment of communication
channels with stakeholders
The Company has established the appropriate
communication channels with suppliers, buyers, banks,
investors and other stakeholders.
No discrepancy