Taiwan Stock Exchange - Rules & Regulations Directory

Amended Article

Title:

Sample Template of "Rules for Performance Evaluation of Board of Directors" 

Amended Date: 2020.06.03 
Categories: Corporate Governance

Article 6
    The procedures for the Company's board performance evaluation are as follows:
  1. Determine the units to be subject to evaluation, the period and the scope of evaluation in the current year, e.g. the board of directors as a whole, individual board members, each functional committee, etc.
  2. Determine the method of evaluation, e.g. internal evaluation of the board, self-evaluation by the board members of themselves or peers, peer evaluation, and evaluation by an appointed external professional institution and experts, etc.
  3. Select the units appropriate to conduct the evaluations.
  4. The units performing evaluations will collect information about the activities of the board of directors and distribute self-evaluation questionnaires such as the Questionnaire of Self-Performance Evaluation of the Board in Annex 1, the Questionnaire of Self-Performance Evaluation of Board Members in Annex 2, and the Questionnaire of Self-Performance Evaluation of the Functional Committee in Annex 3 to be completed. The unit responsible for evaluation or the secretariat of the board will then collect all information, give scores based on the evaluation indexes in Article 8, record the evaluation results in a report, and submit the report to the board of directors for discussion and improvement.

Article 10
    The Company shall disclose in its annual report how the board performance evaluation has been conducted each year, including information covering at least evaluation cycle, evaluation period, scope of evaluation, evaluation method, and what is to be evaluated.
    In cases where an external institution or experts are appointed to conduct evaluations of board performance, the Company shall, in the annual report, disclose the external evaluation institution, the experts and their team members, and their expertise, and the statement of independence by the external evaluation institution or experts, and describe the evaluation method, standards and suggestions on improvement to be made.

Data Source:Taiwan Stock Exchange - Rules & Regulations Directory
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