Functional Committees

The functional committees such as the Audit Committee, the Remuneration Committee and the Nomination Committee jointly participate in relevant decision-making on issues related to economic, environmental and social impact. The major proposals for the Board of Directors must be reviewed and checked in advance by the functional committees, and the quality of the board’s resolutions has also been strengthened by this initiative.


Audit Committee

Sinyi Realty established an Audit Committee consisting of independent directors experienced in management, law and finance. The Committee assists Board of Directors as supervisors in carrying out duties set forth in related regulations. Their main responsibility is to review the financial reports, hiring or dismissal of an attesting CPA and evaluation of the CPA’s independence and performance, implementation of internal audit, and compliance of significant applicable legal and regulatory requirements and the risk management policy. Please refer to Sinyi’s Annual Report for the relevant year for the number of meetings convened and the attendance of each meeting.

The Audit Committee e-mail is set to strengthen the communication between the Committee members and stakeholders.

If you have any suggestions, please write to: AuditCommittee@sinyi.com.tw
pdf Audit Committee Charter

Remuneration Committee

In order to intensify corporate governance and strengthen the Board’s compensation management function, Sinyi established the Remuneration Committee and approved the Remuneration Committee Charter. The Committee is comprised of all independent directors. The main duties of the Committee as follows:

  • To formulate and review periodically the policies, systems, standards and structure of performance evaluation and compensation of directors and managers
  • To review periodically the compensation of directors and managers
  • To review incentive bonus and employee stock option plans
  • To reassess the adequacy of the Charter and recommend any proposed changes to the Board
  • To execute other matters designated by the Board of Director.
pdf Remuneration Committee Charter

The salary of the new recruits will be reviewed according to the complexity of the work, the responsibility, education and experience. The salary has to determine by both side of employer and employee, and according to the company's grades of salary scale regulations. Moreover, the salespersons are according to their performance. In addition to the incentive method, the salary adjustment of the general staff will be regularly referred to the level of the external market by the Ministry of Human Resources, and the salary adjustment proposal will be proposed at the annual salary adjustment operation. In addition, the Company has a remuneration committee independent of the company. The remuneration committee assists the board of directors in assessing and supervising the company's overall remuneration policy. Any other person (including directors or external professional consultants) who can be consulted can be invited to attend the meeting to evaluate the directors and senior managers. The salary level of the person is raised and recommendations are made to the board of directors.

Through such face-to-face interactions, the Remuneration Committee, composed of four independent directors, assessed the managers’ performance and proposed suggestions for Long-term Contribution of Value Bonuses to the Board of Directors. After discussion, the Board then passed acceptable proposals and, for those who had as of that year served a full three years with the company, calculated Long-term Contribution of Value Bonuses in accordance with the company’s performance, the relevant guidelines, and individual performances.

Beyond the aforementioned, there are no other significant special benefit policies for senior management in this company. Retirement benefits are the same as those enjoyed by ordinary staff, set out in accordance with regulations and applicable under both new and old pension systems as appropriate.


Nominating Committee

In order to ensure the soundness of the board and strengthen the management mechanism of Sinyi, the Nominating Committee is to be established agreed by the resolution of the board of directors. And the Charter of Nominating Committee is adopted. The Committee is composed of five directors, including all the independent directors. The Committee shall convene at least once a year, and the Committee shall exercise the due care of a good administrator to faithfully perform the following duties and shall submit its proposals to the board for discussion:

  • Laying down the standards of independence and a diversified background covering the expertise, skills, experience, gender, etc. of members of the board, supervisors and senior executives, and finding, reviewing, and nominating candidates for directors, supervisors, and senior executives based on such standards.
  • Establishing and developing the organizational structure of the board and each committee, and evaluating the performance of the board, each committee, and each director and senior executive and the independence of the independent directors.
  • Establishing and reviewing on a regular basis programs for director continuing education and the succession plans of directors and senior executives.
  • Establishing corporate governance guidelines of the Company.
pdf Nominating Committee Charter

Committee Membership

Name Audit Committee Remuneration Committee Nominating Committee
Independent Director
San-Xiong Hong

(Chairman)
Independent Director
Hong-Chih Jhan

(Chairman)
Independent Director
Lou-Yu Yen

(Chairman)
Independent Director
Yi-Li Lee
Director
Chun-Chi Chou
   

pdf Operation of the Board of Directors: Annual Report p. 3-23
pdf Operation of the functional committee: Annual Report p. 3-25

The performance assessment of the Board of Directors and its functional committees by external agencies was completed, and the results were published on the investor relations website.

The result of performance assessment

Sinyi operates our business from the perspective of high-standard corporate governance and entrepreneurial heritage. Not only continue to optimize the effectiveness of the Board of Directors, enhance professionalism, but also recruit outstanding senior executives or actively cultivate potential talents in response to the group's organizational development and growth momentum, and strengthen the future management team through sound plan and goal.

The succession planning