Regulations Governing Succession Planning for Board Members and Key Management

Regulations Governing Succession Planning for Board Members and Key Management

一、Succession planning and operation of board members

(1)Succession planning of board members

  • The Company's "Articles of Association" clearly stipulate that the election of directors shall be fully based on a candidate nomination system, and the The "Code of Practice for Corporate Governance" and the "Director Election Procedures" clearly stipulate that the composition of the board of directors should be considered and formulate diversification policies for the company's own operations, operating models and development needs, including However, it is not limited to basic conditions and values, professional knowledge and skills.
  • The Company establishes a database of director candidates based on the following criteria: Meets the Company's core values and has relevant industry experience; Expertise includes professional competencies in financial accounting, law, business management, and strategic planning, while also taking into account gender diversity and independence.
  • The list of director candidates established by the Company must comply with relevant regulations to ensure that when there is a vacancy or planned increase in the number of director seats, suitable new director candidates can be effectively identified and selected.

(2)Operational status

  • The performance evaluation of the board of directors shall be conducted annually in accordance with the "Regulations for the Performance Evaluation of the Board of Directors", and the evaluation results will be used as a reference for future selection and nomination of directors.
  • Regularly review the professional structure and diversity goals of the Board of Directors.
  • The list of candidates will be updated according to the expiration of the term of office of directors or the needs of operational development.

二、Succession planning and operation of key management

(1)Key job inventory

  • The company is coordinated by the Human Resources Department to handle succession planning, define key positions, and regularly inventory key positions and their functional requirements.

(2)Succession planning

  • For key positions, in principle, at least one potential successor is planned for each position, and is divided into three preparation schedules according to the degree of preparation: short-term succession (can take over within 1 year), medium-term succession (1–3 years of training), and long-term succession (strategic training for more than 3 years).

(3)Cultivation mechanism

  • Personal Development Plans (IDPs) are formulated based on the successor's strengths and abilities to be developed, and the training methods include: cross-departmental rotation, major project experience, senior mentor system, and external management and professional course training.

(4)Operational status

  • Organize supervisor education and training courses, and strengthen business management capabilities through professional lecturers inside and outside the company to cultivate potential successors in the future.
  • Organize the Strategic Consensus Camp for executives (including general managers) twice a year, conduct themed courses and discussions on the company's strategic planning and development, and share the company's organizational culture and business management leadership practices through the leadership experience of internal senior executives for inheritance.