Asus 2011 Annual Report Download - page 46

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(VII) The company does not have corporate governance rules and regulations defined; therefore, it
is not applicable.
(VIII) Other important information that helps understand corporate governance:
ASUSTeK has the “International Material Information Processing Procedure”
stipulated for establishing excellence internal material data processing and disclosure
mechanism, avoiding unauthorized information disclosure, and ensuring ASUSTeK’s
information published in consistence and accurately. The “International Material
Information Processing Procedure” was resolved by the directors of board on
December 25, 2009. ASUSTeK informs directors, supervisors, managers, and
employees at least once a year by the company’s internet, agreement and education
and training courses notice regarding the education of the operating procedure and
governing regulations.
Please refer to the “internal rules” of “corporate governance” on the company’s
homepage for the operating procedure in details: http://tw.asus.com/investor.aspx
(IX) Enforcement of internal control
1. Declaration of Internal Control: Please refer to Page 222.
2. If the company is requested by the SEC to retain CPA’s service for examining internal
control system, the Independent Auditor’s Report must be disclosed: None
(X) The punishment delivered to the company and the staff of the company, or, the punishment
delivered by the company to the staff for a violation of internal control system, the major
nonconformity, and the corrective action in the most recent years and up to the date of the
annual report printed: None
(XI) Resolutions reached in the Shareholders’ Meeting or by the board of directors in the most
recent years and up to the date of the annual report printed:
1. The important resolutions of the general shareholder meeting:
Time Subjects Enforcement
June 9, 2011 1. The company’s 2010 financial statements
were resolved in the board meeting and
audited by the supervisors and CPAs.
The proposal was passed in the meeting
unanimously upon the inquiry of the
presiding chairman.
2. The company’s 2010 distribution of
retained earnings was presented for
recognition.
The proposal was passed in the meeting
unanimously upon the inquiry of the
presiding chairman.
3. ASUS 2010 Issuing new shares with
capitalization of retained earnings. To
retain sufficient working capital, ASUS
proceeded with capitalization of retained
earnings in a total of NTD1,357,436,570
and 135,743,657 new shares issued. The
Par Value of each share was NT10. The
The base date for
dividend distribution was
scheduled on August 6,
2011 and with cash
dividend distributed on
September 1, 2011.
Ex-stock benchmark day
on 8/6/2011 and new
shares of replenishment
went public on 9/1/2011.