The Election of Directors |
Method of Directors (Including Independent Directors) Election: According to AUO's Articles of Incorporation, directors (including independent directors) shall be elected pursuant to the Candidate Nomination System. The professional qualifications, restrictions on the shareholdings and concurrent positions held, method of nomination and election, and other matters with respect to independent directors shall be in compliance with applicable laws and regulations of the ROC Company Act and Securities and Exchange Act. ? Process of Directors (Including Independent Directors) Election: Prior to the expiration of the tenure of AUO's 9th Board of Directors, the Board of Directors resolved, according to AUO's Articles of Incorporation, that nine directors be reelected as the 10th Board of Directors at AUO's 2022 Annual General Shareholders' Meeting. The Board of Directors also approved the Submission Period for the nomination of director candidates is from March 29, 2022 to April 7, 2022. ? According to the Article 192-1 of the ROC Company Act, AUO announced on March 28, 2022 the period for accepting the nomination of director candidates, the number of directors to be elected, the place designated for accepting the roster of director nominees, and other necessary matters. Any shareholder holding 1% or more of the outstanding shares of the Company may nominate candidate(s) for directors in writing, provided that the total number of director nominees shall not exceed the number of the directors to be elected. Any shareholder qualified to so nominate may submit to the Company the name(s) of the director nominee(s), and shall send, during the nomination time period, the name, education background and past work experience of the nominee(s), a letter signed by each nominee of independent director consenting to act as independent director if elected, a written statement issued by each nominee of independent director assuring that he/she is not prohibited from so acting under any of the circumstances set forth in Article 30 of the ROC Company Act, and other relevant documents signed and provided by each nominee to AUO via registered post sent to the following address: No. 1, Li-Hsin Road 2, Hsinchu Science Park, Hsin-Chu, Taiwan, ROC. ? The Board of Director of AUO resolved to nominate nine(9) candidates, Mr. Shuang-Lang (Paul) Peng, Mr. Frank Ko(Representative of AUO Foundation), Mr. Han-Chou (Joe) Huang (Representative of Qisda Corporation), Ms. Chuang- Chuang Tsai (Representative of Ming Hua Investment Company Limited), Ms. Yen-Hsueh Su (independent director), Mr. Chin-Bing (Philip) Peng (independent director), Mr. Jang-Lin (John) Chen (independent director), Ms. Chiu-ling Lu(independent director) and Ms. Cathy Han(independent director) at the board meeting on April 25, 2022. The Board of Directors appointed the above nominated candidates to stand for election at AUO's 2022 Annual General Shareholders' Meeting. ? The list of the nominated directors candidates are listed below: |
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Result of election of directors:
The result of election of directors at AUO 2022 Annual General Shareholders' Meeting on 17 June 2022:
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Qualification Requirements of Independent Directors |
Qualification Requirements of Independent Directors:
The professional qualifications, work experience, independence status and restriction of concurrently serve as an independent director of other public companies of Ms. Yen-Hsueh Su, Mr. Chin-Bing (Philip) Peng, Mr. Jang-Lin (John) Chen, Ms. Chiu-ling Lu and Ms. Cathy Han are comply with Article 2 to Article 4 of Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies. Their professional qualifications and independence status are listed in the table below:
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Note:Directors during the two years before being elected or during the term of office, have been or be any of the following, please tick the appropriate corresponding boxes:
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Policy on shares held by directors and independent directors
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