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For investors
Performance Evaluation of the Board of Directors

■ Board of Director

According to the Article of Incorporation, Hotai's Board of Director consists of 14 directors, including 3 independent directors.
 
Hotai adopted nomination system for directors. Each board members are elected from the nomination candidates list by shareholders during Annual General Shareholders' meeting. The term of a director shall be three years and may be eligible for re-election.
 
The board members are shown in the table below.
 
Title Director Representative Education & Experience
Chairman Chun Yung Investment Co, Ltd. Huang, Nan-Kuang Department of Chemistry, Fu Jen University; Chairman of Hotai Motor
Director

Li Gang Enterprise Co., Ltd.,

Su, Chwen-Shing MBA, Massachusetts Institute of Technology; President of Hotai Motor
Director Toyota Motor Corporation Kazuo Naganuma School of Commerce, Waseda University; Director of Hotai Motor
Director Chun Yung Investment Co, Ltd. Lin, Li-Hua Department of Money and Banking, National Chengchi University; Managing Director of Hotai Motor
Director Li Gang Enterprise Co., Ltd., Su, Jean International Finance, Marshal Business School, University of Southern California; Chairman, Jin Yuan Shan Investment Co., Ltd.
Director Chun Yung Investment Co, Ltd. Huang, Chih-Cheng School of Management, University of California; Managing Director of Hotai Motor
Director Yong Hui Development Co., Ltd.,. Su, Yi-Chung MBA, St. Mary's University; Managing Director of Hotai Motor
Director Yuan Tuo Investment Co., Ltd. Ko, Junn-Yuan The Affiliated Industrial Vocational High School of National Changhua University of Education; Supervisor of Hotai Motor
Director Gui Long Investment Co., Ltd. Chang, Shih-Yieng School of Economics, Konan University; Director of Hotai Motor
Director Chun Yung Investment Co, Ltd. Huang, Wen-Jui Master' s in Business Intelligence, Tokyo University of Information Sciences; Director of Hotai Motor
Director

Yong Hui Development Co., Ltd.,

Leon Soo MBA, Wharton School of the University of Pennsylvania; Director of Hotai Motor
Independent Director Shih, Hsien-Fu Department of Law, National Chung Hsing University; President, Kuotu Motor Co., Ltd.
Independent Director Su, Chin-Huo Masters in Industrial Systems Engineering and Management, Asian Institute of Technology; President of Corporate Synergy Development Center
Independent Director Wu, Shih-Hao PhD in Business Administration, National Taipei University; Associate Professor of National Kaohsiung First University of Science and Technology, Marketing and Distribution Management Department
 
 

■ Diversity Policy for Board Member

According to the Article of Incorporation, Hotai's Board of Director consists of 14 directors, including 3 independent directors.
 
According to Corporate Governance Best Practice Principles, the composition of the board of directors shall be determined by taking diversity into consideration. It is advisable that directors concurrently serving as company officers not exceed one-third of the total number of the board members, and that an appropriate policy on diversity based on the company's business operations, operating dynamics, and development needs be formulated.
 
Hotai's directors are expertise in various areas, such as management, business administration, and finance. Hotai not only consider professional skills and experience, but also place great emphasis on personal reputation in respect of ethics and leadership skills in the selection process.
 
Implement of diversity policy:
Item Ability to make operational judgments Ability to perform accounting and financial analysis Ability to conduct management administration Ability to conduct crisis management Knowledge of the industry An international market perspective Ability to lead Ability to make policy decisions
Huang, Chih-Cheng
Su, Chwen-Shing
Kazuo Naganuma
Lin, Li-Hua
Su, Jean
Huang, Chih-Cheng
Su, Yi-Chung
Ko, Junn-Yuan  
Chang, Shih-Yieng
Huang, Wen-Jui
Leon Soo √   
Shih, Hsien-Fu
Su, Chin-Huo  
Wu, Shih-Hao
 
 

■ Performance Evaluation of the Board of Directors

According to "Rules for Performance Evaluation of the Board of Directors", the performance of the Board will be reviewed and evaluated every year in December.
 
The evaluation items include the overall function of the Board and individual director self-evaluation.
 
Evaluation of the overall Board performance shall address following five areas:
  1. Participation in the operations of the Company
  2. Enhancement of Board decision quality
  3. Board composition and structure
  4. Selection of Board members and continuing education of directors
  5. Internal control

Evaluation of individual directors shall address following six areas:

  1. Alignment with the objectives and mission of the Company
  2. Competencies of the directors
  3. Participation in the operations of the Company
  4. Relationships and communication with other personnel within the Company
  5. Director expertise and continuing education
  6. Internal control
 
Besides, Hotai will appoint an external independent institution or an expert to carry out the board performance evaluation once every three years, starting from 2016. The measurement indicators, evaluation procedures, achievement standards, and evaluation results will be formulated by the external independent institution. The evaluation results will be reported to the Board of Directors for reference.
 
In 2018, Hotai appoint TIEBF to carry out the board performance evaluation through questionnaire and interview.