To assist the Board in fulfilling its duties, five board committees are formed to oversee specific aspects of company affairs, namely the Audit Committee, the Remuneration Committee, the Nomination Committee, the Risk Control Committee and the Strategy Committee. The table below provides the composition of these committees in which each Board member serves.
Terms of Reference
The Audit Committee was established on 14 March 2000 pursuant to the provisions set out in the corporate governance code (the “Corporate Governance Code”) as set out in Appendix 14 to the Rules Governing the Listing of Securities on the Stock Exchange.
The Audit Committee has three members, including the Company’s two independent non-executive Directors, namely Mr. Kwan Kai Cheong, Mr. Yen Yuen Ho, Tony and a non-executive Director, Mr. Tang Wenyong. Mr. Kwan Kai Cheong is the chairman of the Audit Committee.
The Audit Committee acts as an important link between the Board and the Company’s auditors in matters within the scope of the Group’s audit. The duties of the Audit Committee are to review and provide supervision over the financial reporting process of the Group. The Audit Committee meets regularly with the management and the external auditors to discuss the accounting principles and practices adopted by the Group and the financial reporting matters.
Terms of Reference »
The Remuneration Committee was established on 28 September 2005 pursuant to the provisions set out in the Corporate Governance Code.
It comprises of three members, including the Company’s two independent non-executive Directors, namely Mr. Kwan Kai Cheong and Mr. Yen Yuen Ho, Tony and a non-executive Director, Mr. Tang Wenyong. Mr. Yen Yuen Ho, Tony is the chairman of the Remuneration Committee.
The principal responsibilities of the Remuneration Committee include making recommendations to the Board on the Company’s policy and structure in relation to the remuneration of directors and senior management with reference to corporate goals and objectives resolved by the Board from time to time.
The Nomination Committee was established on 23 March 2012 pursuant to the provisions set out in the Corporate Governance Code. It comprises three members, namely Mr. Lu Zhenwei, the Co-chairman of the Board, Mr. Kwan Kai Cheong and Mr. Yen Yuen Ho, Tony of each the independent non-executive Director. Mr. Lu Zhenwei is the chairman of the Nomination Committee.
The main responsibilities of the Nomination Committee are to review the structure, size and composition (including the skills, knowledge, experience and diversity) of the Board at least annually and make recommendations on any proposed changes to the Board to implement the Company’s corporate strategy, and identify individuals suitably qualified to become directors and select, or make recommendations to the Board on the selection of individuals nominated for directorships. The Nomination Committee is also responsible for assessing the independence of independent non-executive Directors.
Terms of Reference »
Risk Control Committee
The Risk Control Committee was established on 23 July 2013. It comprises of six members, including three executive Directors, namely Mr. Lu Zhenwei, Mr. Li, Alan, Mr. Li Hong, two non-executive Directors, namely Mr. Tang Wenyong, Mr. Li Hao and an independent non-executive Director, Mr. Kwan Kai Cheong. Mr. Lu Zhenwei is the chairman of the Risk Control Committee. The aim of the Risk Control Committee is to strengthen the risk analysis, judgment and decision making. The main responsibilities of the Risk Control Committee are to review significant investment projects, to assess the internal control and to conduct risk assessment on the material operation and financial matters of the Company.
The Strategy Committee was established on 20 March 2017. It comprises of two members, namely Mr. Li, Alan and Mr. Yu Qiuming. Mr. Yu Qiuming is the executive chairman of the Strategy Committee. The aim of the Strategy Committee is to further facilitate and guide the research and implementation of the business development and the strategic planning of the Company, as well as to enhance the decision-making procedures of the major matters of the Company and strengthen the corporate governance structure of the Company. The main responsibilities of the Strategy Committee are to assist the Board in formulating and evaluating the development strategy and implementation plan of the Group in achieving its medium-term and long-term strategic goals and make recommendations to the Board in relation to major corporate actions and investments of the Group.
Terms of Reference »