A. Board Composition and Selection
Board Size
The Company shall have 15 directors of which two are independent directors and three supervisors of which one is an independent supervisor. The board shall have two thirds of directors present of which half must agree to the selection of three managing directors. The same method shall be used by managing directors to select a chairman and if necessary, a vice chairman.
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Term Limits
The directors and supervisors shall be granted a term of three years, which will be eligible for renewal.
Board Membership Criteria
The board members shall have the necessary knowledge, skill, and experience to perform their duties. To achieve the highest standards of corporate governance, the board of directors shall possess the following skills:
- The ability to make operational judgments
- The ability to perform accounting and financial analysis
- The ability to conduct management administration
- The ability to conduct crisis management
- The possession of a perspective on the international market
- The ability to lead
- The ability to make decisions
Compensation
Yuanta Core Pacific Securities shall stipulate expressly the compensation of the directors in its articles of incorporation or pursuant to a resolution of the shareholders' meeting. Different but reasonable compensation from that of other directors may be set forth for the independent directors. Independent supervisor(s) shall be paid a reasonable amount of remuneration which may be different from that payable to the company's supervisors.
