Corporate Governance

Remuneration Committee

Remuneration Committee Structure

The members of Remuneration Committee shall be composed of three persons and be appointed by the Board of directors. No less than one of whom shall be independent director. The chair of the Remuneration Committee will be elected from independent directors who are member of this Committee. The Remuneration Committee serves at same period as the Board of directors.

The Remuneration Committee shall convene at least twice per year, and may call a meeting at its discretion whenever necessary. Decision will be made with more than 50% approvals of the entire member of the Remuneration Committee. If no objections were expressed during consultations which serve as voting, then the conveners will consider verdicts had been reached. The decision will be announced and recorded at the meeting.

PTI's executives' remuneration standards are distributed in accordance with the principles of the "Executive Remuneration Policy" set by the Remuneration Committee and the Board of Directors. They are reviewed by the Remuneration Committee every year and submitted to the Board of Directors for resolution. The company has also been cooperating with a team of external professional consultants for a long time to ensure that remuneration policies and payment levels of executive are in line with market trends.Executive remuneration includes salary and variable compensations. Salaries are based on positions, responsibilities and professional abilities, etc., and are set with reference to the standards of the industry; while variable compensations are highly taking into account their extent and value of the services provided for the management of the Corporation. Variable compensations are linked to the sustainability and performance goals are set based on the company's development strategy. In addition to financial indicators such as strategic product revenue, it also includes "Environmental Sustainability", "Social Inclusion" and "Innovation and Growth" as the main axes and sustainable development directions, fulfilling the commitment to sustainable development.

Remuneration Committee Responsibilities

The Remuneration Committee members report to the Board of directors and the Board of directors will review proposals during board meetings:

  • Review and establish the Board, Audit Committee members, and executives performance evaluation with compensation policies, systems, standards, and structures on a regular basis.
  • Review and establish the compensation of the Board of directors, Audit Committee, and executives on a regular basis.

The Remuneration Committee will follow the principals below when perform their duties:

  • The compensation for the Board of directors, Audit Committee and executives should consider industry practices and individual performances, Company operation efficiency and future risks.
  • Board of directors and executives should not put the Company in unnecessary risks in order to exchange for higher compensations.
  • The timing of compensation distribution and modification of the Board of directors and executives should consider industry and operations characters.
  • Chairperson
  • Morgan Chang
  • President of Kuang Chien Computer Co. Ltd.
  • Chairman of Kuang Chien ComputerCo. Ltd.
  • Member
  • Pei-Ing Lee
  • President and Director of Nanya Technology Corporation.
  • Chairman of Inotera Memories Inc.
  • Member
  • Chao-Chin Tung
  • Director of Homeplus Digital Co., Ltd.
  • Chairman of CTBC Bank Co., Ltd.
Appointed Date:2023/06/08

Execution Status in 2023

  • Chairperson
  • Wan-Lai Cheng
  • 1
  • 0
  • 100%
  • Resigned
  • Member
  • Pei-Ing Lee
  • 2
  • 0
  • 100%
  • Member
  • Morgan Chang
  • 2
  • 0
  • 100%
  • Member
  • Chao-Chin Tung
  • 1
  • 0
  • 100%
  • Reappointed

The decision, date of the meeting, proposal details, and all members’ opinions of Remuneration Committee:

  • 2023.03.10
  • 4th term 9th meeting
    • Review the salary for new managerial personnel.
    • Review the promotion of managerial personnel and salary adjustment.
    • Review compensation distribution plan for directors of the Board and employees for year 2022.
    • Review 2023 salary adjustment plan for managerial personnel.
  • Approved by all committee members.
  • Proposed in Board meeting and approved by all directors.
  • 2023.10.31
  • 5th term 1st meeting
    • Report 2022 year employee bonus distribution plan for managerial personnel.
  • Approved by all committee members.
  • Proposed in Board meeting and approved by all directors.
Last Update:2023/12/05