TAIWAN Law and Practice Contributed by: James Huang, Eddie Hsiung and Maggie Huang, Lee and Li, Attorneys-at-Law
equivalent position of the bank’s head office; or • having five years’ experience of working in financial administration or management, and having held the position of civil service- recommended appointment grade eight or higher, or equivalent, with a good perfor - mance record. The minimum number of directors required to meet said qualifications would increase accord - ing to the total number of directors and the total assets held by the bank. Senior Managers The general manager of the bank must meet any of the following qualifications: • having a bachelor’s degree or an equivalent degree with at least nine years’ banking expe - rience, and having served at least three years in a management position; or • having at least five years’ banking experience and having served as a vice-general manager or higher or equivalent position for at least three years, with a good performance record. The relevant qualification documents should be submitted to the FSC for approval before the appointment of the general manager of a bank. Other senior managers, such as a vice-general manager, assistant vice-general manager or manager, are subject to other applicable quali - fication requirements regarding experience and expertise. Directors’ and Senior Managers’ Roles and Accountability Requirements The board of directors shall be responsible for the bank’s overall business strategies and major policies, supervising the senior managers, and
shall be accountable to all shareholders. The board of directors is also responsible for the implementation and supervision of the bank’s internal control system. Senior managers are appointed by and under the supervision of the board of directors. The general manager is responsible for handling the general operation of a bank. Other senior man - agers are delegated certain authority to assist the general manager in managing and operating the bank. According to the Corporate Governance Best- Practice Principles for Banks issued by the BA and ratified by the FSC, banks in Taiwan are advised to establish a remuneration committee led by and consisting of independent directors. In practice, all banks in Taiwan have independ - ent directors serving on the board of directors, and most banks have set up a remuneration committee, whose primary responsibility is to establish performance appraisal standards and remuneration standards for managers and sales - persons, as well as the remuneration structure and system for directors. Relevant Remuneration Principles The remuneration standard and payment should be based on performance, and adjusted con - sidering future risks and the long-term profit - ability challenges facing the banking industry and shareholders’ interests to avoid inappro - priate loss to the bank. Moreover, a significant proportion of a remuneration reward should be paid in deferred or equity-related payment. Also, when assessing the contribution of individual directors, managers and employees, an overall assessment of the banking industry should be 4.3 Remuneration Requirements Individuals Subject to Remuneration Requirements
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