Asus 2013 Annual Report Download - page 39

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35
of Paragraph 5 of Article 6 in “Regulations Governing the Appointment and Exercise of Powers
by the Remuneration Committee of a Company Whose Stock is Listed on the Stock Exchange
or Traded Over the Counter” has been met.
3. Operations of ASUS Compensation Committee:
(1)The Remuneraton Committee of the Company comprises 3 people.
(2)Term of Committee Member: December 22, 2011 to June 8, 2014. Two meetings
(A) of 2013 Remuneration Committee have been held. The qualification and
attendance of Committee Members are described below:
Title Name
Attendance
(Times) (B) Proxy
Frequency of
attendance
(%)(B/A)
Remark
Convener Li, Ming-Yu 2 0 100%
Committee Kenneth Tai 1 0 50%
1 leaves
Committee Sheu, Chun-An 2 0 100%
Other matters for records:
1. In the event the Board of Directors does not adopt or revise the recommendation proposed by
Remuneration Committee, the agenda shall indicate the date of Board Meeting, term, agenda
content, outcome of board resolution, and the company actions to opinions brought by
Remuneration Committee (For remuneration approved by the Board of Directors surpassing
the recommendation brought by the Remuneration Committee, provide explanation for the
discrepancy and reason): No such incidence found.
2. In the event the member oppose and reserve opinions against the matters resolved by the
Remuneration Committee with records or written declaration, describe the date of Board
Meeting, term, agenda content, outcome of board resolution, and the company actions to
opinions brought by Remuneration Committee: No such incidence found
4. Operations of ASUS Compensation Committee recently:
Date Operation
Mar. 22, 2013
The Company convened its Fourth Meeting of the First
Remuneration Committee and approved the 2012 Earning
Distribution for Director and Supervisor Remuneration and
Employee Dividend Proposal.
Jul 17, 2013
The Company convened its Fifth Meeting of the First
Remuneration Committee and approved 2012 Board of Director
and Supervisor Remuneration Distribution Proposal, 2013
Manager Salary Raise and Mid-Year Performance Bonus
Distribution Proposal.
Jan 17, 2014
The Company convened its Sixth Meeting of the First
Remuneration Committee and approved 2013 Manager
Year-End Performance Bonus Distribution Proposal.
Mar 25, 2014
The Company convened its Seventh Meeting of the First
Remuneration Committee and approved 2013 Earning
Distribution for Director and Supervisor Remuneration and
Employee Dividend Proposal.