HTC 2010 Annual Report Download - page 30

58 2 0 1 0 H T C A N N U A L R E P O R T 59
Corporate Governance
2. Review the competitiveness of the Company's executive compensation programs to ensure the attraction and retention of
executives and align interests of key leadership with that of the Company's shareholders.
3. Review trends in executive compensation and make recommendations concerning long-term incentive compensation plans,
including the use of equity-based plans, to the Board of Directors.
(5) HTC's exercise of corporate social responsibility:
Item Implementation Status
Reasons for discrepancy with the
Corporate Social Responsibility
Best Practice Principles for
TWSE/GTSM-Listed Companies
Exercising corporate governance
1. The Company's adoption of corporate social responsibility
policies and systems, and eectiveness of their implementation.
> HTC upholds the ideal of comprehensive environmental protection, proper
management of health and safety, and eective improvements in energy
eciency. We provide and maintain a safe and healthy working environment
for our employees in order to create better quality of life for our employees,
customers, suppliers, and contractors, so that we may fulfill our corporate social
responsibilities and achieve the goal of sustainable corporate development. HTC
has now made basic commitments with respect to corporate social responsibility
(CSR), and our general aairs department regularly reports to one of the Directors
on the HTC board regarding the results of their implementation. For a description
of our CSR policies and a discussion of the eectiveness of their implementation,
please see p. 67-71 of this annual report.
HTC has not yet adopted CSR
policies or system passed by the
Board of Directors.
2. The operational status of the unit established by the Company
with exclusive or concurrent responsibility for CSR.
> HTC has appointed the general aairs unit to be responsible for carrying out CSR-
related activities, and has engaged an outside professional institution, the AFNOR
Group, to provide professional consulting on the implementation of CSR matters.
Through its general aairs
department, HTC provides
regular reports to a member of
the Board of Directors regarding
CSR activities and the status of
their implementation, but does
not regularly report to the full
Board of Directors.
3. The holding of business ethics training and provision of
guidance on related matters on a regular basis for Directors,
Supervisors and employees, and the incorporation of business
ethics into its employee performance appraisal system.
> In June 2010, HTC engaged the Securities and Futures Institute to provide training
in corporate social responsibility (the principal component of CSR) to its Directors
and Supervisors. HTC has also adopted an employee code of conduct to provide
rules and guidelines for employees during their execution of Company operations.
All employees at HTC and its branches and subsidiaries, regardless of their
position, rank, or location, are required to abide by this set of ethical standards.
HTC has not yet integrated
business ethics into employee
performance evaluations.
Developing a sustainable environment
1. The status of the Company's eorts to improve its eciency in
the utilization of all resources and the use of recycled materials
with low environmental impact.
> Please refer to p. 67-71 of this annual report. None
2. The status of the Company's establishment of environmental
management systems appropriate to the nature of its industry.
> Please refer to p. 67-71 of this annual report. None
3. The status of the Company's establishment of dedicated
environmental management units or personnel to protect the
environment.
> HTC has established an environment and safety unit to be responsible for
matters relating to environmental management and maintenance. It also obtains
certification annually from a third-party certification institution with respect to
environmental protection and energy use.
None
4. The status of the Company's attention to the eects of climate
change on its operations and its establishment of a Company
strategy for energy conservation and carbon and greenhouse
gas reduction.
> Please refer to p. 67-71 of this annual report. None
Protecting public interest
1. The status of the Company's observance of relevant labor
laws and regulations, protection its employees' legal rights
and interests, and establishment of appropriate management
methods and procedures.
> Please refer to p. 67-71 of this annual report. None
2. The status of the Company's provision of a safe and healthy
work environment for its employees and its provision of health
and safety education to its employees on a regular basis.
> Please refer to p. 67-71 of this annual report. None
3. The status of the Company's formulation and public release of
its policies on consumer rights and interests, and its provision
of transparent and eective procedures for handling consumer
complaints regarding its products and services.
> HTC safeguards consumer rights and interests with various kinds of services
and information. It provides channels of communication that allow consumers
to contact HTC by many means, including the limited warranty sheet included
in the HTC phone package, customer service contact numbers in all countries,
a Taiwan customer service center contact information card, information on its
ocial website, live customer chat service, customer service e-mail, home pickup
and delivery service, a customer service center address, and customer satisfaction
(CSAT) surveys.
None
4. The status of the Company's cooperation with suppliers to
jointly enhance corporate social responsibility.
> Please refer to p. 67-71 of this annual report. None
5. The status of the Company's participation in commercial
activities, property donations, volunteer service or the provision
of free professional services, and participation in charitable
activities or community development.
> Please refer to p. 67-71 of this annual report. None
Appendix 1: Continuous Education/Training of Directors and Supervisors
Title Name
Date of Training
Organization Training Hours NotesFrom To
Chairman Cher Wang 2010.06.21 2010.06.21 Securities & Futures Institute (SFI) Advanced practice seminar of Directors and
Supervisors (including Independent Directors)
【Corporate social responsibility】3
Director Wen-Chi Chen 2010.06.21 2010.06.21 Securities & Futures Institute (SFI) Advanced practice seminar of Directors and
Supervisors (including Independent Directors)
【Corporate social responsibility】3
Director HT Cho 2010.06.21 2010.06.21 Securities & Futures Institute (SFI) Advanced practice seminar of Directors and
Supervisors (including Independent Directors)
【Corporate social responsibility】3
Director Tan Ho-Chen 2010.06.21 2010.06.21 Securities & Futures Institute (SFI) Advanced practice seminar of Directors and
Supervisors (including Independent Directors)
【Corporate social responsibility】3
Independent Director Chen-Kuo Lin 2010.06.21 2010.06.21 Securities & Futures Institute (SFI) Advanced practice seminar of Directors and
Supervisors (including Independent Directors)
【Corporate social responsibility】3
Juristic Person
Supervisor:
Representative
Shao-Lun Lee 2010.06.22 2010.06.22 Securities & Futures Institute (SFI) Advanced practice seminar of Directors and
Supervisors (including Independent Directors)
【Corporate social responsibility】3
Supervisor Po-Cheng Ko 2010.06.03 2010.06.03 Taiwan Stock Exchange Corporation (TWSE) 2010 Seminar on "Responsible Persons of Listed
Companies"-Investor Relations 3Resigned on 20
April 2011.
2010.06.21 2010.06.21 Securities & Futures Institute (SFI) Advanced practice seminar of Directors and
Supervisors (including Independent Directors)
【Corporate social responsibility】3
2010.06.22 2010.06.22
Taiwan Corporate Governance Association (TCGA)
Corporate Governance and Securities Law 3
Appendix 2: Continuous Education/Training of Management Team
Title Name Date of Training Organization Training Hours Note
Corporate Senior
Executive Vice
President & President
of Engineering and
Operation
Fred Liu 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3
General Counsel Grace Lei 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3
Vice President CS Wang 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3
Associate Vice
President
Jim Lin 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3
Associate Vice
President
James Chen 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3
2010.09.13~
2010.09.14
Accounting Research and
Development Foundation in Taiwan
International Financial Reporting Standards (IFRS) Workshop (I): Overview of IFRS
and Statements Relating to Assets and Liabilities
12
2010.10.15
Accounting Research and
Development Foundation in Taiwan
Analysis of Tax on Foreign Income, Repatriation of Funds to Taiwan, and
Investment-Linked Insurance for Tax Savings
4
2010.11.29
Accounting Research and
Development Foundation in Taiwan
Seminar on Legal Liability in Relation to Announcement of Material Information by
Public Companies and Case Analysis of Violations
3
2010.12.22
Accounting Research and
Development Foundation in Taiwan
Analysis of Letters of Interpretation on Financial Accounting Issues in the Latest
Fiscal Year
3
2010.12.31
Accounting Research and
Development Foundation in Taiwan
The Latest Practices in Accounting, Taxation, and Customs Aairs Relating to
International Multilateral Trade
6
Special Assistant of
Procurement Division
Kenny Tseng 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3
Associate Vice
President
Edward Wang 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3
Chief Financial Ocer
& Spokesman
Hui-Ming Cheng 2010.06.21
Securities & Futures Institute (SFI) Advanced practice seminar of Directors and Supervisors (including Independent Directors)
【Corporate social responsibility】
3 Resigned
on 1
January
2011.
Appendix 3: Directors, Supervisors and Key Personnel Liability Insurance
NO Insured Object Insurance Company Insured Amount (NT$) Insurance period Notes
1 All Directors and
Supervisors
Fubon Insurance Co., Ltd.
(Insureds include HTC-appointed juristic person directors'
representatives at investee companies and key personnel)
1,019,550,000 From: 2009.03.15
To: 2010.03.15
Insured Amount:
US$35,000,000
2 All Directors and
Supervisors
Fubon Insurance Co., Ltd.
(Insureds include HTC-appointed juristic person directors'
representatives at investee companies and key personnel)
1,019,550,000 From: 2010.03.15
To: 2011.03.15
Insured Amount:
US$35,000,000
(4) Composition, responsibilities and operation of the Compensation Committee
HTC has duly formulated the Compensation Committee Articles of Incorporation, under which the Compensation Committee
consists of the President, one Director, and one Independent Director, to assist the Board in performing duties related to
compensation of senior management. The Committee is required to provide oversight and submit recommendations to the
Board on material issues relating to compensation or the Company's system of benefits, and convenes on a quarterly basis to
implement the following matters:
1. Administer equity-based and employee benefit plans.