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| BOARD OF DIRECTORS |
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| CHAIRMAN |
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| Ching-Chu Chang |
| Education & Experience |
Ph.D. degree in Electrical Engineering from Princeton University |
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| Current Position with Other Company |
Managing Director, Winbond Electronics Corp
Director, FineArt Technology Co., Ltd.
Director, Z-Com. Inc
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| DIRECTOR |
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| Leuh Fang (Representative of Legal Entity) |
| Education & Experience |
M.S., Material Science & Engineering, University of Washington
FAB Director, TSMC
VP, Singapore SSMC
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| Current Position with Other Company |
President, VIS
Director & President, VIS Associates Inc.
Director & President, VIS Investment Holding, Inc.
Director, VIS Singapore Pte Ltd.
Director, VIS Micro Inc.
Director, IMU Solutions, Inc.
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| Chuan Lin |
| Education & Experience |
PhD, Economics, University of Illiniois
Former Minister of Finance
Director General, Directorate-General of Budget, Accounting and Statistics, Executive Yuan
Professor, Department of Public Finance, National Chengchi University
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| Current Position with Other Company |
Independent Director, BOD of Pegatron Corp.
Director, BOD of Chartis Taiwan Insurance Co., Ltd.
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| K. H. Hsiao (Representative of Legal Entity) |
| Education & Experience |
Ph.D. Program in Agricultural Economics, National Taiwan University
Master's Degree in Agricultural Economics, National Taiwan University
Director, Department of Sectoral Planning, CEPD, Executive Yuan
Senior Specialist, Department of Economic Research, CEPD, Executive Yuan |
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| Current Position with Other Company |
Counselor, Council for Economic Planning and Development, Executive Yuan |
Executive Secretary, National Development Fund, Executive Yuan |
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| Edward Y. Way (Representative of Legal Entity) |
| Education & Experience |
MBA, University of Georgia
Managing Partner & CEO, Deloitte Taiwan |
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| Current Position with Other Company |
Director, BOD of MITAC International Corp.
Director, BOD of Capital Securities Corp.
Director, BOD of Primax Electronics Ltd.
Independent Director, BOD of Apex Biotechnology Corp.
Independent Director, BOD of DelSolar Co., Ltd.
Independent Director, BOD of Citibank Taiwan Ltd. Supervisor, BOD of Sercomm Corp.
Chairman, United Way of Taiwan, ROC
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| C.C. Wei (Representative of Legal Entity) |
| Education &
Experience |
Ph.D., Electrical Engineering, Yale University
Vice President, TSMC
Senior Vice President, Chartered Semiconductor Manufacturing Ltd. |
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| Current Position with Other
Company |
Senior Vice President, TSMC |
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Lu-Pao Hsu |
| Education & Experience |
M.S., Physics, National Cheng Kung University
Director, BOD of TSMC
Supervisor, BOD of Delta Electronics Inc.
Executive Vice President, Philips Taiwan |
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| Current Position with Other Company |
Director, Corporate Synergy Development Center
Director, ZyXEL Communications Corp.
Chairmen, Philips Taiwan Quality Foundation
Director, BOD of Winbond Electronics Corp. |
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| SUPERVISOR |
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| Ching-Sung Wu |
| Education & Experience |
Ph.D. in International Business Management, University of California at Los Angeles
Managing Director, Bank of Overseas Chinese
Independent Director, CC&C Technologies, Inc.
Director, Fuhwa Financial Holding Company Limited |
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| Current Position with Other Company |
Professor, National Taiwan University
Director, Taiwan Tobacco & Liquor Corporation |
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| Der-Chang Yeh (Representative of Legal Entity) |
| Education & Experience |
M.A. of National Chengchi University, Department of Economics |
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| Current Position with Other Company |
President, USI Investment Co., Ltd.
President, APC Investment Corporation
President, Taiwan United Venture Capital Corporation
President, Taiwan United Venture Management Corporation
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| Review
of Board Meetings |
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The 2007 Major resolutions adopted are summarized as below:
1.Agreed to convene the 2007 regular shareholders meeting and related issues.
2.Approved 2006 annual business and operation report.
3.Approved 2006 annual financial report and consolidated financial statement.
4.Approved the semi-annual consolidated financial statements and financial report for the first half of 2007.
5.Approved 2006 profit distribution plan.
6.Approved the capitalization of 2006 dividends, 2006 employee profit sharing.
7.Amended articles of incorporation.
8.Amended Internal Control Systems and internal audit implementation rules.
9.Amended the procedures for acquisition or disposal of assets.
10.Amended the Guidelines for cash investment.
11.Amended the Guidelines for Governing of investments.
12.Amended the rules of procedure for meetings of its board of directors.
13.Approved the capitalization of ESOP exercising.
14.Approved 2006 Internal Control System Statement.
15.Concluded company 2008 company audit plan.
16.Approved the appointment of Dr. Yih-Jau Chang as Vice president and agreed to remove the non-competition condition.
17.Approved the promotion of Sir Chan-Jen Kuo as senior director.
18.Approved the acquisition of 8 inch Fab of Winbond Electronics Corp. and to offer Winbond DRAM and Flash foundry services.
19.Approved 2008 operation plan and capital expenditure budget plan.
20.Approved the 15 percentage of net income have been treated as expense due to employee profit sharing.
The 2008 Major resolutions adopted are summarized as below:
1. Agreed to convene the 2008 regular shareholders meeting and related issues.
2. Approved 2007 annual business and operation report.
3. Approved 2007 annual financial report and consolidated financial statement.
4. Approved the semi-annual consolidated financial statements and financial report for the first half of 2008.
5. Approved 2007 profit distribution plan
6. Approved the capitalization of 2007 dividends, 2007 employee profit sharing and capital surplus.
7. Approved plan to buy back and cancel shares.
8. Amended Internal Control Systems.
9. Amended the rules of procedure for meetings of its board of directors.
10. Approved the capitalization of ESOP exercising.
11. Approved 2007 Internal Control System Statement.
12. Concluded company 2009 company audit plan.
13. Approved 2009 operation plan and capital expenditure budget plan.
14. Amended the charter of compensation committee.
The 2009 Major resolutions adopted are summarized as below:
1.Agreed to convene the 2009 regular shareholders meeting and related issues.
2.Approved 2008 annual business and operation report.
3.Approved 2008 annual financial report and consolidated financial statement.
4.Approved the semi-annual consolidated financial statements and financial report for the first half of 2009.
5.Approved 2008 profit distribution plan.
6.Amended the articles of incorporation.
7.Amended Internal Control Systems.
8.Amended the procedures for lending funds to other parties.
9.Amended the procedures for endorsement and guarantee.
10.Approved Mr. C.S Hsu's resignation as president of VIS, and Mr. Leuh Fang was appointed as President effective February 20, 2009.
11.The 6th Board of Directors unanimously elected Dr. Ching-Chu Chang as Chairman of VIS.
12.Approved the capitalization of ESOP exercising.
13.Approved 2010 Internal audit plan.
14.Approved 2010 operation plan and capital expenditure budget plan.
The 2010 Major resolutions adopted are summarized as below:
1.Agreed to convene the 2010 regular shareholders meeting and related
2. Approved 2009 profit distribution plan.
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