Asus 2013 Annual Report Download - page 38

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34
i. Ensure the arrangement of salary and remuneration in line with relevant laws
and regulations that are sufficient to attract outstanding personnel.
ii. The performance appraisal and salary/remuneration for directors, supervisor
and managers should refer to common peer standards for payout with
consideration of personal performance and company salary/remuneration
concept, business performance and rationality of future risk association.
iii. Directors and managers should not be misled with introduction of pursuit of
salary/remuneration to engage in conducts exceeding the risk appetite of the
company.
iv. The proportion of dividend payout to directors and senior managers in
short-term performance and the payout time for some changing salary and
remuneration should be determined with consideration of industry
characteristics and the business nature.
2. The Members of ASUS Compensation Committee:
Title
Note 1
Condition
Name
With over five years of job experience and the
following business qualification Independence (Note 2)
The number of
Remuneration
Committee Members
taking job from the
Remuneration
Committees of other
listed companies
Remarks
(Note 3)
Teachers of
public or
private
colleges for
the subject of
commerce,
law, finance,
accounting, or
business
Judge, prosecutor,
attorney,
accountant, or
business
salespersons
passed national
exam & certified
specialists or
technicians
With job
experience in
commerce,
law, finance,
accounting,
or business
1234567 8
Other Li,
Ming-Yu vvv v v v v v vv4 NA
Other Tai,
Chung-Ho vv v v v v v vv4 NA
Other Sheu,
Chun-An vvvv v v v v v vv2 NA
Note 1Please fill in the title as director, Independent director and others.
Note 2The members who have qualified the following conditions two years before being elected and
during the term are to tick the box (“”) of the corresponding condition.
(1) Not an employee of the company or any related party;
(2) Not a director or supervisor of the company or any related party (except for being an independent director
of the company or any related party, or, the subsidiary that is with over 50% shareholding with voting
rights held directly or indirectly by the company);
(3) Does not hold more than 1% of total stock issued directly or indirectly nor a natural shareholder on the
top-ten shareholdings list;
(4) Not the spouse nor a relative within two degrees of lineal consanguinity of an individual falling in the
first three categories;
(5) Not a Director, Supervisor, or employee of the legal shareholder that holds over 5% of total stock issued
directly or indirectly; or on the top-five shareholdings list of the Company;
(6) Not a Director (executive), Supervisor, management, or a shareholder with over 5% shareholdings of a
company or organization that is in business with the Company;
(7) Not an owner, partner, Director, Supervisor, management of a partnership or institution and his/her
spouse that provides commerce, law, finance, accounting and consulting service to the Company or
related party.
(8) Free of any of the behaviors as defined in Article 30 of Company Act;
Note 3: If the member is identified as a director, please provide explanation of whether if the provision