Say-on-pay provides shareholders with an opportunity to express their voices on the appropriateness of the executive compensation practices of their invested companies. Under Say-on-pay, a company has obligations to disclose compensation-related information before annual meetings and shareholders can review the information, such as the amount of compensation, industry standard, company performance, working time and expertise of the executives into account and decide to vote “for” or “against” the company’s executive compensation practices. Since the invention of Say-on-pay in U.K., many countries such as Australia, Spain, Netherlands, Switzerland, Demark and Norway have introduced such an institution as a good corporate governance practice. In 2010, by passing the “Dodd Frank Wall Street Reform and Consumer Protection Act,” the U.S. Congress also followed this trend and enacted Article 14A of the Securities Exchange Act of 1934 requesting reporting companies to have one Say-on-pay vote from shareholders at least every three years. As more and more countries have adopted Say-on-pay, no one can deny that the institution will play an important role in the context of global corporate governance. Thus, the Say on-pay reforms around the world should draw our attention, and a comprehensive analysis of such an institution should be necessary for our policymakers who may consider introducing such an institution into Taiwan in the future. Thus, this paper provides such an analysis. In my conclusion, I argue that Say-on-pay may not fit in our governance system for several reasons. First, Say-on-pay would be unnecessary when a shareholders’ meeting has the ultimate power to decide directors’ compensation packages, as provided in Article 196 of the Taiwan Company Act. Second, without the presence of powerful institutional investors and professional proxy advisors in Taiwan, Say-on-pay is less likely to function well as it is expected in the U.S.