| Article 9 |
The organizational structure shall include the following items:
- Organization system: Stating the internal division of labor, and the business scope of the main departments.
- Diagram of affiliate enterprises: Stating the relationship between the company and each affiliate, number of mutually held shares, number of shares held, and actual amount invested.
- The intended general manager, deputy general manager, assistant managers, and head of each department: (Attachment 2)
- Name, experience and education, number and nature of subscribed shares: Stating the name, main experience and education, current position, date of appointment (or projected appointment), and number of company's shares subscribed by self, spouse, and minor children.
- Where among the general manager, deputy general manager, or assistant managers there exists a relationship that is spousal in nature or within the second degree of kinship, the position, name, and relationship of such persons shall be listed.
- Promoters:
- Name, experience and education, and number and nature of shares subscribed: Stating the name, main experience, education, intended position to be held in the bank, current position, and number of company's shares subscribed by self, spouse, and minor children of the promoters whose percentage of share subscription ranks among the top fifty. Where the promoter is a juristic person, the name of such person and any shareholder who has a 10 percent shareholding or whose shareholding ranks in the top ten among shareholders shall be listed (Attachment 3).
- Disclosure of important transactions: According to No. 6 of the ROC Statements of Financial Accounting Standards, any major transactions among the promoters or their related parties and the preparatory office shall be disclosed. For a property transaction, the nature and location of the transacted item and the method for determining the transaction price shall also be disclosed. For a purchased property, if the property was purchased by the promoters or their related parties within two years before it was sold, the purchasing costs incurred by the promoters or their related parties shall also be explained.
- Proposed annual remuneration to be paid to directors, supervisors, general manager, deputy general manager, assistant managers, and head of each department:
- Proposed transportation allowances and remuneration paid to each director and supervisor; if a director concurrently serves as a manager, their remuneration for each of the positions shall be disclosed separately.
- The total sum of the salary, reward, special allowance, and bonus agreed to be paid to the general manager, deputy general manager, assistant managers, and head of each department.
- For remuneration other than that referred to in the preceding two sub-subparagraphs agreed to be paid to the director, supervisor, general manager, deputy general manager, assistant managers, and head of each department, such as payments relating to providing of automobile and housing or any other exclusively personal expenses, the name and position of such persons, the nature and cost of the provided asset, the actual or fair-market-value of the rental, and any other payments shall be disclosed.
The "affiliate enterprises" referred to in subparagraph 2 of the preceding paragraph are provided for in Article 369-1 of the Company Law.
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