Board Committees
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Board of Directors

 

The Board is responsible for overall strategic formulation and performance monitoring of the Company and its subsidiaries (the "Group"). It delegates day-to-day operations of the Company to the Executive Committee and senior management within the control and authority framework set by the Board. In addition, the Board has also delegated various responsibilities to the Audit Committee, the Remuneration Committee and the Nomination Committee. Further details of these committees are set out in below sections.

 

 

Executive Committee

 

Introduction
The Executive Committee has been conferred with the general powers of the Board (except those matters specifically reserved for the Board) to manage and oversee the operations of the Group.

 
Members
Jiang Yunan (Chairman)
Chen Zhouping
Li Shaofeng

Thomas P Gold
 
Division of responsibilities of Chairman & Managing Director
 
 
Audit Committee
 
Introduction
The principle duties of the Audit Committee include overseeing the relationship with the Company's auditor, reviewing the interim and annual financial statements, reviewing the Company's financial reporting system and internal control procedures and reviewing the arrangements that employees of the Company can use, in confidence, to raise concerns about possible improprieties in financial reporting, internal control or other matters. The Audit Committee has explicit authority to investigate any activity within its terms of reference and the authority to obtain outside legal or other independent professional advice, at the Company's expense, to perform its responsibilities if it considers necessary. It is given access to and assistance from the employees and reasonable resources to perform its duties properly.
 
Members
Tam King Ching, Kenny (Chairman)
Yip Kin Man, Raymond

Chan Pat Lam
 
Terms of Reference

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Nomination Committee

 

Introduction
The principle duties of the Nomination Committee include reviewing the structure, size and composition of the Board and making recommendations on any proposed changes to the Board to complement the Company's corporate strategy, identifying individuals suitably qualified to become Board members and selecting or making recommendations to the Board, making recommendations to the Board on the appointment or re-appointment of Directors and succession planning for Directors, assessing the independence of Independent Non-executive Directors and reviewing the Board Diversity Policy, as appropriate; and reviewing the measurable objectives that have been set for implementing the Board Diversity Policy, and reviewing the progress on achieving the objectives. The Nomination Committee has explicit authority to seek any necessary information from the employees within its scope of duties and the authority to obtain outside independent professional advice, at the Company's expense, to perform its responsibilities if it considers necessary.

 

Members

Jiang Yunan (Chairman)
Zhang Yaochun
Tam King Ching, Kenny
Yip Kin Man, Raymond

Chan Pat Lam

 

Terms of Reference

 

 

Remuneration Committee

 

Introduction
The principle duties of the Remuneration Committee include making recommendations to the Board on the Company's policy and structure for all remuneration of Directors and senior management of the Group, reviewing and approving the management's remuneration proposals with reference to the Company's goals and objectives, determining, with delegated responsibility, the remuneration packages of individual Executive Directors and senior management and making recommendation to the Board on the remuneration of Non-executive Directors, reviewing and approving compensation payable to Executive Directors and senior management and compensation arrangements relating to dismissal or removal of Directors for misconduct and ensuring that no Director or any of his/her associates is involved in deciding his/her own remuneration. It has explicit authority to seek any necessary information from the employees within its scope of duties and the authority to obtain outside independent professional advice, at the Company's expense, to perform its responsibilities if it considers necessary.

 

Members

Yip Kin Man, Raymond (Chairman)
Jiang Yunan
Tam King Ching, Kenny
Chan Pat Lam

 

Terms of Reference