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Article 4
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The minimum number of members of the board of a TWSE listed company is five, and the minimum number of independent directors is three and one-fifth of the seats in the board.
The board of directors of a TWSE listed company shall have not less than one director of a different gender starting from 2024, provided if the term of office of the directors does not yet expire in 2027, this requirement may be applied starting from the expiration of the term of office of the directors.To a TWSE listed company that has a paid-in capital of NT$10 billion or more or is in the financial industry, this requirement shall apply starting from 2024, provided where the term of office of the directors does not yet expire in 2024, this requirement may be applied starting from the expiration of the term of office of the directors.
From 2024, one-half or more of the independent directors of a TWSE listed company shall serve no more than three consecutive terms, provided if the term of office of the directors does not yet expire in 2024, this requirement may be applied starting from the expiration of the term of office of the directors. Starting from 2027, all of the independent directors of a TWSE listed company shall serve no more than three consecutive terms, provided if the term of office of the directors does not yet expire in 2027, this requirement may be applied starting from the expiration of the term of office of the directors.
Where the chairman of the board of directors and the president or person of an equivalent post of a TWSE listed company are the same person, spouses or relations within the first degree of kinship, not less than four independent directors shall be established before 31 December 2023, provided where the number of directorships exceeds 15, the minimum number of independent directors is five, and there shall be a majority of directors who do not serve concurrently as an employee or officer.
A net worth of NT$20 billion shall be substituted for the paid-in capital of NT$10 billion under paragraph 3 if a company's shares have no par value or have a par value other than NT$10 per share.
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