Responsibilities of the Remuneration Committee

The primary function of the Remuneration Committee is to evaluate the company's compensation policies and systems for directors and managers from a professional and objective standpoint and provide recommendations to the Board of Directors.

In accordance with the Securities and Exchange Act of the Republic of China and related administrative regulations, members of the Remuneration Committee are appointed by the Board of Directors. As stipulated in the BenQ Medical Remuneration Committee Charter, the committee must consist of at least three independent directors.

The committee must diligently and faithfully fulfill the following responsibilities and submit recommendations to the Board of Directors for discussion:

1.     Regularly review the charter and propose amendments.

2.     Develop and periodically review the company's annual and long-term performance objectives and compensation policies, systems, standards, and structures for directors and managers.

3.     Regularly evaluate the achievement of performance objectives by directors and managers and determine their individual compensation packages and amounts.

When performing the above responsibilities, the committee must adhere to the following principles:

1.     Ensure that the company’s compensation arrangements comply with applicable laws and are sufficient to attract outstanding talent.

2.     The performance evaluation and compensation of directors and managers should be based on industry standards and consider factors such as time invested, responsibilities undertaken, achievement of personal objectives, performance in other roles, compensation for similar positions in recent years, attainment of the company’s short- and long-term goals, financial status, and the correlation between individual performance, company performance, and future risk assessment.

3.     Directors and managers must not be incentivized to engage in activities exceeding the company’s risk appetite for the sake of compensation.

4.     The proportion of bonuses for directors and senior managers based on short-term performance, as well as the payment timing of variable compensation, should be determined in consideration of industry characteristics and the company’s business nature.

5.     Committee members must not participate in discussions or voting regarding their own compensation.

The term "compensation" mentioned in the preceding two sections includes cash compensation, stock options, profit-sharing stock bonuses, retirement benefits, severance payments, allowances, and other substantive incentives. The scope should align with the standards for compensation disclosure for directors and managers in the annual report of publicly listed companies.

For matters regarding the compensation of directors and managers of the company’s subsidiaries, if such matters require approval from the company’s Board of Directors due to delegation arrangements, recommendations must first be submitted by the Remuneration Committee before being discussed by the Board of Directors.