Election of Directors
Method of Directors (Including Independent Directors) Election:
The list of the nominated directors candidates are listed below: |
Types of Nominee | Name |
Director | Shuang-Lang (Paul) Peng |
Director | Kuen-Yao (K.Y.) Lee |
Director | Kuo-Hsin (Michael) Tsai, Representative of AUO Foundation |
Director | Peter Chen, Representative of BenQ Foundation |
Independent Director | Mei-Yueh Ho |
Independent Director | Chin-Bing (Philip) Peng |
Independent Director | Yen-Shiang Shih |
Independent Director | Yen-Hsueh Su |
Independent Director | Jang-Lin (John) Chen |
Result of election of directors:
The result of election of directors at AUO 2019 Annual General Shareholders' Meeting on 14 June 2019:
Title | Shareholder Name or Name | Votes Received |
Director | Shuang-Lang (Paul) Peng | 6,462,820,789 |
Director | Kuen-Yao (K.Y.) Lee | 6,107,222,491 |
Director | Kuo-Hsin (Michael) Tsai, Representative of AUO Foundation | 6,212,747,799 |
Director | Peter Chen, Representative of BenQ Foundation | 5,681,137,962 |
Independent Director | Mei-Yueh Ho | 6,212,292,248 |
Independent Director | Chin-Bing (Philip) Peng | 6,074,903,141 |
Independent Director | Yen-Shiang Shih | 6,282,345,733 |
Independent Director | Yen-Hsueh Su | 6,245,274,932 |
Independent Director | Jang-Lin (John) Chen | 6,314,641,614 |
Qualification Requirements of Independent Directors
Qualification Requirements of Independent Directors: |
Criteria | Name | |||||
Chin-Bing (Philip) Peng |
Mei-Yueh Ho | Yen-Shiang Shih | Yen-Hsueh Su | Jang-Lin (John) Chen | ||
Meet One of the Following Profession Qualification Requirements, Together with at Least Five Years Work Experience |
An Instructor or Higher Position in a Department of Commerce, Law, Finance, Accounting, or Other Academic Department Related to the Business in a Public or Private Junior College, College or University |
V | V | |||
A Judge, Public Prosecutor, Attorney, Certified Public Accountant, or Other Professional or Technical Specialists Who Has Passed a National Examination and Been Awarded a Certificate in a Profession Necessary Field of Company Finance | ||||||
Have Work Experience in the Area of Commerce, Law, Finance, or Accounting, or Other Necessary Field of Company Finance | V | V | V | V | V | |
Independent Status (Note) | 1 | V | V | V | V | V |
2 | V | V | V | V | V | |
3 | V | V | V | V | V | |
4 | V | V | V | V | V | |
5 | V | V | V | V | V | |
6 | V | V | V | V | V | |
7 | V | V | V | V | V | |
8 | V | V | V | V | V | |
9 | V | V | V | V | V | |
10 | V | V | V | V | V | |
11 | V | V | V | V | V | |
12 | V | V | V | V | V | |
Number of Other Public Companies Concurrently Serving as an Independent Directors | 1 | 3 | 2 | 2 | 0 |
Note:Directors during the two years before being elected or during the term of office, have been or be any of the following, please tick the appropriate corresponding boxes:
- Not an employee of the Company or any of its affiliates.
- Not a director or supervisor of the Company or any of its affiliates. (Do not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.)
- Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or more of the total number of issued shares of the Company or is ranked in the top 10 in shareholdings.
- Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of a managerial officer under 1. or any of the persons under 2. and 3.
- Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. (Do not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.).
- Not a director, supervisor, or employee of other company if a majority of the company's director seats or voting shares and those of that other company are controlled by the same person. (Do not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.).
- Not a director, supervisor, or employee of other company or institution if the chairman, general manager, or person holding an equivalent position of the company and a person in any of those positions at that other company or institution are the same person or are spouses.
- Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the company. (Do not apply in cases where the specified company or institution holds more than 20 percent but less than 50 percent of the Company’s issued shares and are the independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, the Company and its parent or subsidiary or a subsidiary of the same parent.)
- Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Act or to the Business Mergers and Acquisitions Act or related laws or regulations.
- Not a spouse or a relative within the second degree of kinship to any director.
- Not been involved in any of situations defined in Article 30 of the Company Act.
- Not elected on behalf of a government agency or corporate or as a representative of these organizations as defined in Article 27 of the Company Act.