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Wistron > Investors > Corporate Governance > Committees
 
    Audit Committee

In 2009, Wistron took a major step to enhance corporate governance by replacing the Supervisory Board with an Audit Committee, which is formed by the panel of independent directors under the Board and began operation under the governance of the Board of Directors Meeting Guidelines and Audit Committee Charter.

The following matters shall be subject to the consent of one-half or more of all audit committee members and be submitted to the board of directors for a resolution:

1. Adoption or amendment of an internal control system pursuant to Article 14-1.
2. Assessment of the effectiveness of the internal control system.
3. Adoption or amendment, pursuant to Article 36-1, of handling procedures for financial or operational actions of material significance, such as acquisition or disposal of assets, derivatives trading, extension of monetary loans to others, or endorsements or guarantees for others.
4. A matter bearing on the personal interest of a director or supervisor.
5. A material asset or derivatives transaction.
6. A material monetary loan, endorsement, or provision of guarantee.
7. The offering, issuance, or private placement of any equity-type securities.
8. The hiring or dismissal of an attesting CPA, or the compensation given thereto.
9. The appointment or discharge of a financial, accounting, or internal auditing officer.
10. Annual and semi-annual financial reports.
11. Any other material matter so required by the company or the Competent Authority.

With the exception of subparagraph 10, any matter under a subparagraph of the preceding paragraph that has not been approved with the consent of one-half or more of all audit committee members may be undertaken upon the consent of two-thirds or more of all directors, without regard to the restrictions of the preceding paragraph, and the resolution of the audit committee shall be recorded in the minutes of the directors meeting.
Audit Committee Charter
    Communications of Independent Directors with Internal Auditors, and CPAs
  To view the communications click the following links :
2016 ĦU
                   
    Compensation Committee

With the understanding that the compensation system for the directors and management is a key link between the Company and risk management, in 2011, Wistron's Board of Directors made a resolution to set up the Compensation Committee and the Compensation Committee Charter. The Compensation Committee shall exercise the care of a good administrator in faithfully performing the official powers listed below, and shall submit its recommendations for deliberation by the Board of Directors:

1. Prescribe and periodically review the performance review and compensation policy, system, standards, and structure for directors and managerial officers.
2. Periodically evaluate and prescribe the compensation of directors and managerial officers.
Compensation Committee Charter
   Members of Committees
For more information about each member use links at each member's name.

Name

Audit Committee
Compensation Committee
John Hsuan (Min-Chih Hsuan)
V   
V   (Chair)
Michael Tsai (Kuo-Chih Tsai)
V   (Chair)
V   
James K. F. Wu (Kuo-Feng Wu)
V   
 
Duh-Kung Tsai
V   
V   
Victor C.J. Cheng (Chung-Jen Cheng)
V   
 
 
 

 

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