Asus 2012 Annual Report Download - page 145

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B. Effective July 1, 2005, the Company has established a funded defined contribution pension
plan (the “New Plan”) under the Labor Pension Act for all employees except for few foreign
employees. Under the New Plan, the Company contributes monthly an amount based on not
less than 6% of the employees’ monthly salaries and wages to the employees’ individual
pension accounts at the Bureau of Labor Insurance. The benefits accrued are portable when the
employees are terminated. The pension costs under the defined contribution pension plan were
$165,605 and $142,574 for the years ended December 31, 2012 and 2011, respectively.
C. The Company contributes 2% of the employees’ monthly salaries and wages for a few foreign
employees in accordance with the R.O.C. Labor Standards Law to an independent retirement
trust fund, with the Bank of Taiwan, the trustee. The pension costs under the non-contributory
and funded defined benefit plan were $550 and $0 for the years ended December 31, 2012 and
2011, respectively.
(13) Common stock
A. As of December 31, 2012, the Company’s authorized capital was $47,500,000, consisting of
4,750,000,000 shares of common stock (including 50,000,000 shares which were reserved for
employee stock options), and the outstanding capital was $7,527,603 with a par value of $10
(in dollars) per share.
B. As of December 31, 2012, the Company issued Global Depositary Receipts (GDRs), of which
6,280,000 units of the GDRs are now listed on the London Stock Exchange. Per unit of GDR
represents 5 shares of the Company’s common stock and total GDRs represent 31,398,000
shares of the Company’s common stock. The terms of GDR are as follows:
(A) Voting rights
GDR holders may, pursuant to the Depositary Agreement and the relevant laws and
regulations of the R.O.C., exercise the voting rights pertaining to the underlying common
shares represented by the GDRs.
(B) Dividends, stock warrants and other rights
GDR holders and common shares holders are all entitled to receive dividends. The
Depositary may issue new GDRs in proportion to GDRs holding ratios or raise the number
of shares of common stock represented by each unit of GDR or sell stock dividends on
behalf of GDR holders and distribute selling income to them in proportion to their GDRs
holding ratios.
C. The Board of Directors authorized to transfer its GDRs from the London Stock Exchange to
the Bourse de Luxembourg on January 30, 2013, and the change will take effect in late March
2013.
(14) Additional paid-in capital
The Company Act requires that capital reserve arising from paid-in capital in excess of par value
on issuance of common stock and donations can be used to cover accumulated deficit, or to
increase capital or payment of cash in proportion to ownership percentage when the Company has
no accumulated deficit. Besides, the Securities and Exchange Act requires that the capital reserve
can be capitalized once a year and the amount shall not exceed 10% of the paid-in capital. Capital
reserve should not be used to cover accumulated deficit unless the legal reserve is insufficient.