Remuneration Committee
To ensure sound corporate governance and reasonable remuneration, the Committee shall diligently perform the following duties with the care of a prudent administrator.
The Committee shall diligently perform the following duties with the care of a prudent administrator, and submit its recommendations to the Board of Directors for discussion.
1. Establish and regularly review the policies, systems, standards, and structures for performance evaluation and remuneration of directors, supervisors, and managers.
2. Regularly evaluate and determine the remuneration for directors, supervisors, and managers.
Information of the 6th-Term Committee Members
| Members | Title | Name | Key Experience and Education | Professional Qualifications and Experience |
|---|---|---|---|---|
| Convener | Independent Director | Lynette Ling-Tai CHOU |
| The Company's independent director, convener of the Remuneration Committee and member of the Audit Committee, Risk Management Committee, Nomination Committee and Corporation Sustainable Development Committee. Ms. Lynette Ling-Tai CHOU has more than 30 years' experience in accounting and audit. She is the independent director of Next Commercial Bank Co., Ltd. and has expertise in accounting, audit, industrial knowledge, corporate sustainability, and international markets. During her tenure as an independent director of the company, Ms. Chou has provided appropriate advice and guidance on the company's auditing, finance, and business analysis. The company will continue to rely on her expertise to monitor the company's operations. |
| Committee Member | Independent Director | Victor WANG |
| The Company's independent director, convener of the Audit Committee, Nomination Committee and member of the Remuneration Committee, Risk Management Committee, Corporate Sustainable Development Committee and Information Security Management Committee. Mr. Victor WANG has served three terms as an independent director of the Company, was deputy chairman of Deloitte Taiwan, is the director of Yageo Corporation, independent director of Taiwan Navigation Co., Ltd. and DACIN Construction Co., Ltd. and director/ independent director of various public companies. Mr. Wang has more than 30 years’experience in financial accounting. He has expertise in operational management, crisis management, industrial knowledge, corporate sustainability, and international markets. During the period as the independent director of the company, he provides appropriate advice and guidance on company's auditing, finance and business analysis. The Company will continue to rely on his expertise in supervising the Company's operation. |
| Committee Member | Independent Director | Sherry S. L. LIN |
| The Company's independent director, convener of the Risk Management Committee, and member of the Audit Committee, Remuneration Committee, Nomination Committee, Corporation Sustainable Development Committee and Information Security Management Committee. Ms. Sherry S. L. LIN serves as a senior advisor at Lee and Li, Attorneys-at-Law, currently an independent director of Cathay Real Estate Development Co., Ltd., and previously a director of multiple listed companies. With over 40 years of experience in handling legal, financial, and other projects in various industries, she possesses professional capabilities in operational management, crisis management, industry knowledge, corporate sustainability, and international markets. She provides appropriate advice and guidance on the company's auditing, finance, and M&A activities, and her expertise is instrumental in the ongoing supervision of the company's operations. |
| Committee Member | Independent Director | Ruu-Tian CHANG |
| The Company's independent director, convener of the Information Security Management Committee and member of the Audit Committee, Remuneration Committee and Risk Management Committee. Ms. Ruu-Tian CHANG has more than 20 years’ experience in IT, currently as Executive Vice President of Gartner Group Taiwan Limited and previously CIO of CTBC Financial Holding Co and director of multiple listed companies., Ltd., she possesses professional capabilities in operational management, crisis management, industry knowledge, corporate sustainability, international markets and more. The Company will continue to rely on her expertise is instrumental in the ongoing supervision of the company's operations. |
| Committee Member | Independent Director | Man-Jung CHAN |
| The Company's independent director, member of the Audit Committee, Remuneration Committee, Risk Management Committee, Nomination Committee. Ms. Man-Jung Chan currently serves as the Honorary Chief Strategy Officer of Health Asia Co., Ltd. She previously held the position of Independent Director at Standard Chartered Bank (Taiwan) and is a distinguished scholar in political economy, with extensive experience across academia, government, and industry. With over 30 years of expertise in international trade and economics, she possesses strong competencies in operational management, international markets, risk management, and corporate sustainability. The company continues to leverage Ms. Chan's professional insights to ensure effective oversight of its operations. |
Operation of the Remuneration Committee Across Each Term
The 6th Term
The 5th Term
The 4th Term
Attendance of the 6th Remuneration Committee in 2025: 5 meetings held.
| Members | Number of Meetings | Number of Attendances | Number of Absences or Attendances by Proxy | Attendance % | Remarks |
|---|---|---|---|---|---|
| Victor WANG | 5 | 5 | 0 | 100% | |
| Lynette Ling-Tai Chou | 5 | 5 | 0 | 100% | |
| Sherry S. L. Lin | 5 | 5 | 0 | 100% | |
| Ruu-Tian CHANG | 5 | 5 | 0 | 100% | |
| Man-Jung CHAN | 3 | 3 | 0 | 100% | The Company held a by-election for one independent director at the shareholders' meeting on May 27, 2025. |
Information on the 6th Remuneration Committee meeting in 2025: meetings, reviews, and evaluations of TCC's remuneration.
| Meeting Date | Key Agenda Details | Resolution Result | TCC's Response to Committee Members' Opinions |
|---|---|---|---|
| March 12, 2025 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| November 12, 2025 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| December 4, 2025 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
Attendance of the 5th Remuneration Committee in 2024: 3 meetings held.
| Members | Number of Meetings | Number of Attendances | Number of Absences or Attendances by Proxy | Attendance % |
|---|---|---|---|---|
| Yu-Cheng Chiao | 3 | 3 | 0 | 100% |
| Victor WANG | 3 | 3 | 0 | 100% |
| Lynette Ling-Tai Chou | 3 | 3 | 0 | 100% |
| Mei-Hua Lin | 3 | 3 | 0 | 100% |
| Sherry S. L. Lin | 3 | 3 | 0 | 100% |
Information on the 5th Remuneration Committee meeting in 2024: meetings, reviews and evaluation of TCC's remuneration.
| Meeting Date | Key Agenda Details | Resolution Result | TCC's Response to Committee Members' Opinions |
|---|---|---|---|
| March 20, 2024 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
Attendance of the 5th Remuneration Committee in 2023: 7 meetings held.
| Members | Number of Meetings | Number of Attendances | Number of Absences or Attendances by Proxy | Attendance % |
|---|---|---|---|---|
| Yu-Cheng Chiao | 7 | 7 | 0 | 100% |
| Victor WANG | 7 | 7 | 0 | 100% |
| Lynette Ling-Tai Chou | 7 | 7 | 0 | 100% |
| Mei-Hua Lin | 7 | 7 | 0 | 100% |
| Sherry S. L. Lin | 7 | 6 | 1 | 85% |
Information on the 5th Remuneration Committee meeting in 2023: meetings, reviews and evaluation of TCC's remuneration.
| Meeting Date | Key Agenda Details | Resolution Result | TCC's Response to Committee Members' Opinions |
|---|---|---|---|
| January 4, 2023 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| February 24, 2023 | Proposal for TCC's internal managers to subscribe to the treasury stock plan is hereby submitted for review. | Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| March 24, 2023 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| April 28, 2023 | Proposal for TCC's internal managers to subscribe to the treasury stock plan is hereby submitted for review. | Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| December 21, 2023 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
Attendance of the 5th Remuneration Committee in 2022: 7 meetings held.
| Members | Number of Meetings | Number of Attendances | Number of Absences or Attendances by Proxy | Attendance % |
|---|---|---|---|---|
| Yu-Cheng Chiao | 7 | 6 | 1 | 86% |
| Victor WANG | 7 | 7 | 0 | 100% |
| Lynette Ling-Tai Chou | 7 | 7 | 0 | 100% |
| Mei-Hua Lin | 7 | 7 | 0 | 100% |
| Sherry S. L. Lin | 7 | 7 | 0 | 100% |
Information on the 5th Remuneration Committee meeting in 2022: meetings, reviews and evaluation of TCC's remuneration.
| Meeting Date | Key Agenda Details | Resolution Result | TCC's Response to Committee Members' Opinions |
|---|---|---|---|
| January 5, 2022 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| April 11, 2022 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| November 10, 2022 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
Attendance of the 5th Remuneration Committee in 2021: 2 meetings held.
| Members | Number of Meetings | Number of Attendances | Number of Absences or Attendances by Proxy | Attendance % |
|---|---|---|---|---|
| Yu-Cheng Chiao | 2 | 2 | 0 | 100% |
| Victor WANG | 2 | 2 | 0 | 100% |
| Lynette Ling-Tai Chou | 2 | 2 | 0 | 100% |
| Mei-Hua Lin | 2 | 2 | 0 | 100% |
| Sherry S. L. Lin | 2 | 1 | 1 | 50% |
Information on the 5th Remuneration Committee meeting in 2021: meetings, reviews and evaluation of TCC's remuneration.
| Meeting Date | Key Agenda Details | Resolution Result | TCC's Response to Committee Members' Opinions |
|---|---|---|---|
| August 12, 2021 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| December 22, 2021 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
Attendance of the 4th Remuneration Committee in 2021: 4 meetings held.
| Members | Number of Meetings | Number of Attendances | Number of Absences or Attendances by Proxy | Attendance % |
|---|---|---|---|---|
| Yu-Cheng Chiao | 3 | 3 | 0 | 100% |
| Victor WANG | 3 | 3 | 0 | 100% |
| Sheng Chih-Jen | 3 | 3 | 0 | 100% |
| Lynette Ling-Tai CHOU | 3 | 3 | 0 | 100% |
Information on the 4th Remuneration Committee meeting in 2020: meetings, reviews, and evaluations of TCC's remuneration.
| Meeting Date | Key Agenda Details | Resolution Result | TCC's Response to Committee Members' Opinions |
|---|---|---|---|
| January 28, 2021 | Proposal of the Company CEO’s 2020 annual bonus and remuneration package | Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| March 19, 2021 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| May 12, 2021 | Proposal of adding terms for increasing deposits to the Company’s Employee Stock Trust Program | Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
Attendance of the 4th Remuneration Committee in 2021: 4 meetings held.
| Members | Number of Meetings | Number of Attendances | Number of Absences or Attendances by Proxy | Attendance % |
|---|---|---|---|---|
| Yu-Cheng Chiao | 4 | 3 | 1 | 75% |
| Victor WANG | 4 | 3 | 1 | 75% |
| Sheng Chih-Jen | 4 | 4 | 0 | 100% |
| Lynette Ling-Tai Chou | 4 | 4 | 0 | 100% |
Information on the 4th Remuneration Committee meeting in 2020: meetings, reviews, and evaluations of TCC's remuneration.
| Meeting Date | Key Agenda Details | Resolution Result | TCC's Response to Committee Members' Opinions |
|---|---|---|---|
| January 7, 2020 | Proposal to amend the procedure for transferring repurchased shares to employees is hereby submitted for review. | Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| March 20, 2020 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| August 11, 2020 | Proposal for the consolidation of TCC's salary items is hereby submitted for review. | Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |
| December 15, 2020 |
| Unanimously approved by all committee members. | Submitted to the Board of Directors and unanimously approved by all attending directors. |