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Article 12
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The member of the remuneration committee shall not be fewer than three persons in number, and a majority of its members shall be independent directors. The entire number of its members shall elect an independent director to act as convener and chairperson of a meeting.
When the number of members of the remuneration committee falls below three due to the dismissal of a member for any reason, the company shall convene a board of directors meeting within three months of the occurrence of that fact to hold a by-election for members. In the event, however, that an independent director is dismissed and there is no other independent director, the company may appoint someone who is not qualified to act as independent director to be a member of the remuneration committee prior to appointment of independent director at a by-election in accordance with Article 8, who will be replaced by the independent director elected in the by-election.
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