Taishin FHC Corporate Social Responsibility Report 2019
24 Sustainable Governance Remuneration Policy of Senior Executives Performance and compensation considerations for the President and managers Includes the ability to work, coordinate, improve performance, innovate, solve problems, think and organize as a team. Operational risk and special occurrences are taken into consideration when evaluating performance and compensation. The Company uses a Balanced Score Card (BSC) to turn its visions and strategies into tangible targets and measurements. The BSC measures organizational performance on four main aspects, namely: Finance, Customer, Internal Process, and Learning and Growth. Some of the measurements adopted by the Company include: profitability of the financial group (Finance), customer base and attachment (Customer), risk management, procedure optimization and innovative service (Internal Process), talent recruitment/development/assign - ment/retention and succession development programs (Learn - ing and Growth), and energy conservation/environmental protection as well as corporate governance implementation. Common Shares Preferred Shares E (Note) Common Shares Preferred Shares E (Note) Types and Distribution of Shares 800,000,000 6.98 10,659,928,870 93.02 Base date: April 14, 2020 Total 11,459,928,870 100.00 Types Shares Percentage(%) Note: Class E preferred shareholders are not entitled to any voting rights or election rights in shareholders’ meeting. However, they may vote in Class E preferred shareholder meetings and in general shareholder meetings with regard to agenda items concerning rights and obligations of Class E preferred shareholders. . (Article 8-4, Articles of Incorporation) Number of Shareholders Percentage ( % ) Shares Structure of Shareholders (Common shares) 14 92,699,649 0.87 118 1,158,917,112 10.87 741 2,266,846,720 21.27 320,502 4,268,168,139 40.04 1,066 2,873,297,250 26.95 322,441 10,659,928,870 100.00 1 2,485,000 0.31 41 532,397,379 66.55 196 182,106,244 22.76 27,859 80,044,175 10.01 42 2,967,202 0.37 28,139 800,000,000 100.00 Base date: April 14, 2020 Unit:Share;% Number of Shareholders Percentage ( % ) Shares Structure Government Institutions Financial Institutions Other Institutional Shareholders Personal Shareholders Foreign Institutions and Personal Shareholders Total Structure Government Institutions Financial Institutions Other Institutional Shareholders Personal Shareholders Foreign Institutions and Personal Shareholders Total Structure of Shareholders (Preferred shares E) Base date: April 14, 2020 Unit:Share;% Weight (%) Assessment considerations Content 50 50 Workplace behavior Other Target accomplishment and organizational performance 93.02 % 6.98 % Remuneration for directors andmanagers of Taishin FHC is annually recommended by the Remuneration Committee after taking into consideration various factors such as peer level, individual performance, corporate performance and future risks while taking into consideration the remuneration policy, system, standards and structure, and is ultimately subject to board of directors' review. Taishin FHC has adopted a long-term incentive program for managers since 2012 that includes a deferral and recall system. Managers' execution bonus is linked to the Company's long-term share price and deferred by 2~3 years. This system not only reflects future equity value, but also associatesmanagers' compensationmore closely with the Company's performance. A recall clause has also been implemented to empower Taishin to call back unpaid incentives should managers violate the employment contract or exhibit any significant error or deterioration in work perfor - mance.
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