Senior Executive Remuneration
Senior Executive Remuneration System
The remuneration for the President and Vice President (senior executives) of SinoPac Holdings is based on their individual professional qualifications and experience and the prevailing rates in the industry, discussed in the remuneration committee, and then submitted to the Board of Directors for approval. In addition to the fixed monthly base salary and allowances, the Company issues performance bonuses and long-term incentives according to the Company's rules with consideration of the overall annual business performance, personal performance, and future risks in the medium to long-term strategy of SinoPac Holdings. The performance evaluation period for the variable remuneration ofthe President is 3 years and the total lock-up period is 5 years.
Long-Term Performance Alignment
To balance short-term and long-term remuneration, business performance and personal performance, and cash and non-cash remuneration, SinoPac Holdings established the Long-Term Performance Alignment Program and designed the deferral of the performance bonus with a vesting period for variable compensation of up to 5 years. The proportion of President and Vice President’s (senior executives) long-term incentive deferral is equivalent to more than 20% of the performance bonus, which is deferred by way of virtual shares and employee stock ownership connected to the value of the shares of SinoPac Holdings, so that the remuneration of managers is closely connected to the short-term business performance and long-term development of SinoPac Holdings. The conditions for unlocking medium to long-term incentives in the trust scheme include the financial performance of SinoPac Holdings and its subsidiaries (including but not limited to the ROE), effectiveness of the implementation of long-term strategies, TSR shareholder value and risk management, and corporate governance targets in the next 3 years. They connect managers' obligations and responsibilities to long-term performance.
The President, and Executive Vice Presidents’ Shareholding Requirements
SinoPac Holdings believes that the long-term ownership of company shares by corporate officers helps align their interests with those of all shareholders, therefore, SinoPac Holdings formulated Corporate Officer Shareholding Guidelines in 2024. According to this requirement the President, and Executive Vice Presidents are required to hold SinoPac Holdings shares with a value equal to twice their annual base salary. The President, and Executive Vice Presidents are expected to achieve the required stock value within 3 years after the implementation of this guidelines or within 3 years of their appointment and maintain the required value for the entire period of employment.
Clawback Policy
Where a manager violates laws or professional ethics, or commits acts of negligence or dereliction of duties, or engage in inappropriate conduct that causes businesses risks and damages the Company's interests or reputation, the Company may adjust the distribution ratio or implement a trigger claw back provision of distributed incentives.