Investor Relations > Corporate Governance
1.Remuneration Committee
The Company established the Remuneration Committee in 2011.
The composition of the Committee follows the Remuneration Committee Charter, consisting of three members appointed by a resolution of the Board of Directors, with more than half of the members required to be independent directors.
The Committee convenes at least twice a year. Its main duties include periodically reviewing the Company’s policies, systems, standards, and structures for performance evaluation and compensation of directors and managerial officers, as well as proposing amendments to the Remuneration Committee Charter when necessary.
2. Audit Committee
The Company’s Audit Committee is composed entirely of independent directors.
In accordance with the Regulations Governing the Exercise of Powers by Audit Committees of Public Companies, the Committee shall convene at least once every quarter.
The powers and duties of the Audit Committee are defined in the Audit Committee Charter and include the following:
Establishing or amending the internal control system pursuant to Article 14-1 of the Securities and Exchange Act.
Assessing the effectiveness of the internal control system.
Establishing or amending procedures for material financial or business activities such as the acquisition or disposal of assets, derivative transactions, lending of funds to others, endorsements, or guarantees, pursuant to Article 36-1 of the Securities and Exchange Act.
Reviewing matters involving conflicts of interest for directors.
Reviewing material asset or derivative transactions.
Reviewing significant loans, endorsements, or guarantees.
Reviewing the public offering, issuance, or private placement of equity-type securities.
Approving the appointment, dismissal, or compensation of the certified public accountant.
Approving the appointment or removal of financial, accounting, or internal audit officers.
Reviewing the annual financial statements and second-quarter financial statements that are subject to CPA audit or review.
Handling any other material matters required by the Company or by competent authorities.