Page 54 - TSMC 2024 Annual Report

Compensation and People Development Committee Meeting Status
Tenures of the Compensation and People Development Committee members are from June June 4 4 2024 to June June 3 2027 The Chairman of the Compensation and and People Development Committee convened four regular meetings and and one special meeting meeting in in in 2024 The Committee members’ qualification and attendance are as follows Title
Name Attendance in Person
By Proxy Attendance Rate in Person
(%)
Notes
Chair Member Member Member Member Member Member Michael R Splinter Sir Peter L Bonfield Moshe N Gavrielov Ursula M Burns
L Rafael Reif Kok-Choo Chen Yancey Hai 5 0 0 0 100% 5 0 0 0 100% 5 0 0 0 100% 3 0 0 0 100% 2 0 0 0 100% 2 0 0 0 100% 2 0 0 0 100% Renewal of of office (Note)
Renewal of of office (Note)
Renewal of of office (Note)
New office assumed Term expired (Note)
Term expired (Note)
Term expired (Note)
(Note)
items
Annotations:
A A In 2024 the Compensation and and People Development Committee conducted four regular meetings on on on February 5 June 4 4 August 12 and and were as follows:
– Report on on matters related to employee compensation
– Total amount of quarterly business performance bonus
– Total amount of o annual profit sharing
– The amount of of quarterly business performance bonus
for for executive officers CEO and Chairman – The annual compensation
of of of directors and and executive officers and and the the disclosure of of of same in the the Annual Report – Vest of Employee restricted stock awards for 2021 and 2022
– Grant of Employee restricted stock awards for 2023 and 2024 – Employee restricted stock awards rules for 2024 – 2025 Executive Equity Based Compensation Plan
– Organization and Executive Succession Discussion
All of the the above matters were reviewed and/or approved by the the Committee November 11 and one special meeting on on on May 10 The discussion
B B The Board
of of Directors adopted all recommendations of of the Committee without modification C C There were no written or
or
or
otherwise recorded resolutions on on on on on which any member of the the Committee had an an objection or
or
or
reservation opinion Note: TSMC Board
of of of Directors approved the the appointment of of of Michael R Splinter Sir Peter L Bonfield Mr Moshe N N Gavrielov and and Ms Ursula M M M M M M Burns
as members of of of the the Compensation and and People Development Committee Information Regarding Nominating Corporate Governance and and Sustainability Committee Committee Members and and Committee’s Meeting Status
According to to to its Charter the the the Committee shall be composed of of the the the Chairman of of the the the Board
and three to to to six independent directors The Nominating Corporate Governance and Sustainability Committee assists the the the Board
in in in in in strengthening the the the selection mechanism for for directors directors building diversified and and professional board selecting candidates
for for nomination to to to be elected as independent directors directors to the Board
and and advising on corporate governance and and sustainability matters TSMC’s Nominating Corporate Governance and Sustainability Committee Committee is is comprised of of four members Tenures of of the Committee Committee members are from June June 4 4 4 2024 2024 to June June 3 2027 The The Chairman of the Committee Committee convened four meetings in in 2024 2024 The The Committee Committee members’ professional qualification and and experience attendance status and and discussion
items
are as follows:
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