Asus 2015 Annual Report Download - page 38

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III. Corporate governance
(I) Board of Directors
Board of Directors
The attendance of Directors for the 7 (A) Board Meeting in 2015:
Title Name Attendance
in Person (B) By Proxy Attendance
Rate (%) (B/A) Remarks
Chairman Jonney Shih 6 1 85.7% 1 delegation
Vice
Chairman
Jonathan
Tsang 5 1 71.4% 1 delegation and 3 leaves
Director Jerry Shen 7 0 100%
Director Eric Chen 6 0 85.7% 1 leaves
Director S.Y. Hsu 7 0 100%
Director Samson Hu 7 0 100%
Director Joe Hsieh 3 0 100% Newly appointed on
June 12th, 2015.
Other mentionable items:
1. If there are circumstances referred to in Article 14-3 of the Securities and Exchange Act and
resolutions of the directors’ meetings objected to by independent directors or subject to qualified
opinion and recorded or declared in writing, the dates of the meetings, sessions, contents of
motion, all independent directors’ opinions and the company’s response should be specified:
None.
2. If there are directors’ avoidance of motions in conflict of interest, the directors’ names, contents
of motion, causes for avoidance and voting should be specified: None.
3. Evaluation of the functions of the board of directors in the current year and last year: The
Company’s board of directors operates in accordance with the Company’s “Parliamentary Rules
for Directors’ Meeting” and related laws. The executive financial officers and chief auditors
will also attend a directors’ meeting and produce relevant reports to directors for reference.
Meanwhile, in order to upgrade the board members’ competency, the Company will invite
external trainers to give lessons and arrange advanced studies for the board members.
(II) The operation of the attendance of supervisors at the board meeting:
Attendance of supervisors at the board meeting
The attendance of Supervisors for the 7 (A) Board Meeting in 2015:
Title Name Attendance
(Times) (B)
Frequency of
attendance (%)
(B/A)
Remark
Supervisor Tze-Kaing Yang 7 100%
Supervisor Chung-Jen Cheng 5 71.4% 2 leaves
Supervisor L.H. Yang 6 85.7% 1 leave