Year 2007

(4) The Company’s Secretary
The Company has assigned its Board of Directors’ secretary’s working team to act as the Company’s secretary,
including providing legal advice and rules that the Board need to know, apart from overseeing the Board’s activities and
coordinating for an implementation in accordance with the Board’s resolution.
5.2 The Sub-Committee
The Board of Directors has appointed two sub-committees to oversee the Company’s business performance to ensure
that it has good corporate governance. They consist of the following:
- The Audit Committee consists of three independent members who are non-executive directors. It regularly
convenes a meeting. In 2007, there were four meetings and reports on performance consequence were presented to the Board of
Directors. The names as well as the scope of duties and authority of the Audit Committee have been identified in the section
“Management Structure” with respect to the Audit Committee.
- The Remuneration and Nomination Committee is composed of three independent members who are non-executive
directors. The Committee will convene an ad hoc meeting when necessary, at least once a year. In 2007, the Committee had only
2 meetings to perform the mission assigned, and reported to the Board of Directors. The names, as well as the scope of duties
and authority of the Committee, have been identified in the section “Management Structure” concerning the Remuneration and
Nomination Committee.
5.3 The Board of Directors’ Roles, Duties and Responsibilities
(1) Leadership and Vision of the Board of Directors
The Company’s Board of Directors consists of knowledgeable and experienced persons from various fields who
are supportive of the Company’s administration. In 2007, all directors took part in cautiously defining and giving approval to all
important vision and policy statements, missions, strategies and business goals of the Company. They also ensure that the
Management’s performance will, as a matter of principle, be presented to the Board of Directors every three months. In addition,
the Board also occasionally plays a role in giving approval to the performance guidelines of the various sub-committees, such as
the Audit Committee, and the Remuneration and Nomination Committee.
Exercise of authority in the performance of the Company’s Board will strictly and honestly comply with laws,
regulations and shareholders’ meeting resolutions based on sound morality and rule of conduct. This is to ensure that the
Management’s performance will ultimately fulfill the Company’s goals and generate the utmost benefits for shareholders.
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