Remuneration Committee
The Company established the Remuneration Committee on September 28, 2011, following the approval of the Board of Directors, and formulated the “Remuneration Committee Charter of Medigen Biotechnology Corp.” The duties of the Remuneration Committee are to formulate and periodically review the policies, systems, standards, and structures for performance evaluation and remuneration of directors and managers, as well as to periodically assess and determine the remuneration of directors and managers. Pursuant to the duties prescribed in the Remuneration Committee Charter, the Committee, in its professional and objective capacity, evaluates the Company's policies and systems for the remuneration of directors and managers, and makes recommendations to the Board of Directors for reference in decision-making. The Committee shall convene at least two regular meetings per year. The Committee has been operating effectively.
On May 28, 2024, the Board of Directors resolved to appoint members of the 6th Remuneration Committee. The 6th Remuneration Committee comprises four members, all of whom are the Company's independent directors: Mr. Shui-Ming Chuang, Mr. Pei-Wei Chen, Ms. Sheue-Rong Lin, and Mr. Chu-Ko Wang. Their term of office is from May 28, 2024 to May 27, 2027.
On May 28, 2024, the Board of Directors resolved to appoint members of the 6th Remuneration Committee. The 6th Remuneration Committee comprises four members, all of whom are the Company's independent directors: Mr. Shui-Ming Chuang, Mr. Pei-Wei Chen, Ms. Sheue-Rong Lin, and Mr. Chu-Ko Wang. Their term of office is from May 28, 2024 to May 27, 2027.
Name | Role | Education & Experience | Current Position |
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Pei-Wei Chen |
Convener & Independent Director |
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Shui-Ming Chuang | Independent Director |
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Sheue-Rong Lin | Independent Director |
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Jou-Kou Wang | Independent Director |
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Duties of the Remuneration Committee
The members of the Remuneration Committee are appointed by resolution of the Board of Directors, and more than half of the members shall be independent directors. Members shall exercise the duty of care of a good administrator and be accountable to the Board of Directors. The Committee is responsible for establishing and periodically reviewing performance evaluation standards and remuneration policies, systems, standards, and structures for directors, supervisors, and managers; periodically assessing the achievement of performance goals for directors, supervisors, and managers; and determining their individual remuneration based on the evaluation results. During the most recent fiscal year up to the publication date of the annual report, the Committee has faithfully discharged its duties.
Operation of the Remuneration Committee in 2024 (FY113)
Position | Name | Meetings Attended (B) | By Proxy | Attendance Rate (%) (B/A) | Remarks |
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Independent Director | Po-Hsiung Lai | 1 | 0 | 100.00% | Resigned after re-election on May 28, 2024 |
Independent Director (Convener) |
Shui-Ming Chuang | 2 | 0 | 100.00% | |
Independent Director | Pei-Wei Chen | 2 | 0 | 100.00% | |
Independent Director | Sheue-Rong Lin | 2 | 0 | 100.00% | |
Independent Director | Jou-Kou Wang | 1 | 0 | 100.00% | Newly appointed after re-election on May 28, 2024 |
Meeting Information of the Remuneration Committee
Date | Proposal Content | Resolution of the Remuneration Committee |
Company's Handling of the Committee's Opinions |
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2024/01/30 | Remuneration of Directors and Managers for FY 2024 | Approved | Adopted as proposed |
2024/08/09 | Remuneration standards and structure for newly appointed directors | Approved | Adopted as proposed |