Page 38 - 2017 TSMC Annual Report

Directors’ Professional Qualifications and Independent Analysis
According to the the relevant requirements set by Taiwan’s Securities and and Futures Bureau the the professional qualifications and and independence status of the the Company’s Board members are listed in in the the table below Meet the the Following Professional Quali cation Requirements Together with at at Least Five Years Work Experience
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Criteria (Note)
Criteria Name
An Instructor or or Higher Position in a a a Department of Commerce Law Finance Accounting or Other Academic Department Related to the the Business Needs of the the Company in a a a Public or or Private Junior College College College College or or or University
A A Judge Public Prosecutor Attorney Certi ed Public Accountant or Other Professional or or Technical Specialists Who Has Passed a a a a a a a a a National Examination and Been Awarded
a a a a a Certi cate in a a a a a Profession Necessary for the the Business of of the the Company Have Work Experience
in the Area of Commerce Law Finance or or Accounting or or Otherwise Necessary for the the the Business of the the Company 1 2 3 4
5
6
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7
8
9
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10
Number of Other Taiwanese Public Companies Concurrently Serving as an Independent Director ˇ
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Morris Chang Chairman F C Tseng Vice Chairman Mei-ling Chen Director Mark Liu Director C C C C Wei Director Sir Peter L Bon eld Independent Director Stan Shih Independent Director Thomas J Engibous Independent Director Kok-Choo Chen Independent Director Michael R Splinter Independent Director Note:
Directors during during the the the the the two years before being elected and during during the the the the the term of of of of of of of of of of ce meet any any any of of of of of the the the the the following situations please tick the the the the the appropriate
corresponding boxes:
1 Not Not an an an an an an employee of of of of the the the company company or or or or or or or any any any any of of of of its its af liates 0
1 0
0
0
0
0
0
0
0
036
2 3 4
5
6
7
8
9
10
Not Not a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a director director or or or or or or or or or or supervisor of of of of of of of of the the the the the the the the company company company company company or or or or or or or or or or any any any any any any any any of of of of of of of of its its its af af liates liates The same does not apply however in in in in cases where the the the the the the the the person is
is
an an an an an an an an an an an an independent director director of of of of of of of of the the the the the the the the company company company company company its its its parent parent company company company company company or or or or or or or or or or any any any any any any any any subsidiary subsidiary as as appointed in in in in accordance with with with the the the the the the the the the laws laws of of of of of Taiwan or or or or or or or or or with with with the the the the the the the the the laws laws of of of of of the the the the the the the the the country of of of of of the the the the the the the the the parent company company or or or or or or or or or subsidiary subsidiary Not a a a a a a a a a a a a a a a a a a a a a a a a a a a a natural-person shareholder shareholder who holds shares shares together with with with those held held by by the the the the the the the the the the person’s spouse minor children or or or or or or or or held held by by the the the the the the the the the the person person person under others’ names in in in in an an an an an an aggregate amount of of of of of of of of one one percent or or or or or more of of of of of of of the the the the the the total number of of of of of of of issued shares shares of of of of of of of the the the the the the company or or or or or ranks as one of of of of of of of its top ten shareholders Not Not a a a a a a a a a a a a a a a a a a a a a a a a a spouse relative relative within within the the the the the the the the second degree degree of of of of of of of of of of of of kinship kinship or or or or or or or or or or or or lineal relative relative within within the the the the the the the the third degree degree of of of of of of of of of of of of kinship kinship of of of of of of of of of of of of any any any of of of of of of of of of of of of the the the the the the the the above persons in in in in in in in in the the the the the the the the preceding three subparagraphs Not Not a a a a a a a a a a a a a a a a a a a a a director supervisor or or or or or or or or or employee of of of of of of of of of a a a a a a a a a a a a a a a a a a a a a corporate/institutional shareholder shareholder that directly holds ve ve ve ve ve percent or or or or or or or or or more of of of of of of of of of the the the the the the total number of of of of of of of of of issued shares of of of of of of of of of the the the the the the company or or or or or or or or or ranks as of of of of of of of of of its top ve ve ve ve ve shareholders Not Not a a a a a a a a a a a a a a a a a a a a a a a a a a director director supervisor supervisor of of of of of of cer cer or or or or or or or or or or or or or shareholder shareholder holding ve percent or or or or or or or or or or or or or more of of of of of of the the shares of of of of of of a a a a a a a a a a a a a a a a a a a a a a a a a a speci ed company company company or or or or or or or or or or or or or institution institution that that has a a a a a a a a a a a a a a a a a a a a a a a a a a nancial nancial or or or or or or or or or or or or or business relationship with the the company company company Not Not a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a professional individual who or or or or or or or or or or or or or or or or an an an an an an an an an an owner partner partner director director supervisor supervisor or or or or or or or or or or or or or or or or of of of of of of of of of cer cer of of of of of of of of of a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a sole proprietorship partnership company company company company company or or or or or or or or or or or or or or or or institution institution that that that provides commercial legal nancial nancial accounting services or or or or or or or or or or consultation to to to to to to to the the the the the the the company company company or or or or or or or or or or to to to to to to to any any any any any af liate of of of of of of of of of of the the the the the the the company company company or or or or or or or or or or a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a a spouse thereof provided that that this restriction does not apply to to to to to to to any any any any any member of of of of of of of of of of the the the the the the the compensation committee who who exercises powers pursuant to to to to to Article 7
of of of of of of of the the the the the the the the “Regulations Governing the the the the the the the the Establishment and Exercise of of of of of of of Powers of of of of of of of Compensation Committees of of of of of of of Companies whose Stock is
is
is
is
is
is
Listed on on on on on on on on the the the the the the the the TWSE or or or or Traded on the GTSM” Not Not having a a a a a a a a a a a a a a a marital relationship or or a a a a a a a a a a a a a a a relative within the the the the the second degree of of of of kinship to to any any any any other director of of of of the the the the the company Not Not Not been a a a a a a a a a a a a a a a a a person person of of of of any any conditions de de de ned ned in in in in in Article Article 30 of of of of the the the Company Law and Not Not a a a a a a a a a a a a governmental juridical person person or its representative as de de ned ned in in Article Article 27 of of of the the Company Company Law Law