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Performance Evaluation

Directors' Remuneration

      TSC is a state-owned enterprise. The remuneration of the directors is paid according to Paragraph 2, Article 15 of the Articles of Incorporation, “Standards for Remuneration of Directors and Managers Determined by the Competent Authority.” Therefore, the “Remuneration Committee” is not set up. In addition to the independent director's monthly payment of concurrent serving of NT 30,000 dollars, the remainders are all paid in accordance with the “List of Monthly Payment of the Directors and Supervisors of the Ministry of Economic Affairs”. The full-time monthly subsistence allowance is NT 14,400 dollars, monthly payment of Part-time expenses is NT 10,400 dollars and the monthly payment of concurrent serving for the part-time job is NT 10,400 dollars. There are no other additional remuneration or bonuses. The salary and bonuses of the chairman, president and vice presidents are paid according to the “Guidelines for the Management of Employment Expenses of the Business Units Affiliated with the MOEA”, and there are no other additional remuneration or bonuses. In summary, the remuneration of independent directors, directors (including private directors and labor directors), chairman and president in 2019 was NT 18,695,635 dollars, which was fixed and handled according to the regulations of the Ministry of Economic Affairs, accounting for 0.57% of the income before tax. Its risk associated with the future corporate management is low.

Board Assessment

      TSC is a state-owned enterprise rather than a listed company. Therefore, the corporate governance performance evaluation does not apply to the corporate governance evaluation indicators announced by the Securities and Exchange Commission. In recent years, however, MOEA has selected external impartial units to evaluate the effectiveness of the corporate governance of the Business Units Affiliated with the MOEA. The State-owned Enterprise Commission, MOEA entrusted National Taipei University of Technology with the evaluation of the corporate governance system of Business Units Affiliated with the MOEA in 2019. The “Evaluation Index of Corporate Governance System of State-owned Enterprises” was based on the OECD Guidelines on Corporate Governance of State-owned Enterprises and the evaluation was conducted in 9 aspects. The evaluation was made up of written document review accounting for 60% and other field interviews accounting for 40%. Suggestions in the report serve as reference for corporate governance system and operational performance evaluation.

      Annual assessment is carried out for the chairman and president according to the “Regulations for Performance Evaluation of State-Run Enterprises". The assessment of directors and supervisors of business units affiliated with the Ministry of Economic Affairs is carried out for the remaining independent directors, directors and supervisors according to the "Guidelines for Appointment of Directors and Supervisors and Other Important Duties by Ministry of Economic Affairs and its Affiliates ". In addition, the “Guidelines for the Evaluation of the TSC’s Board of Directors” was added in June 2016. The results of self-assessment and evaluation of the board members are submitted to the Board of Directors at the beginning of each year to enhance the effectiveness and efficiency of the Board.

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