Corporate Governance

Audit committee

 The audit committee consists of three Directors: [Mr. Wang Zhiqiang] (independent non-executive Director), [Ms. Long Xiaoning] (independent non-executive Director) and [Mr.Chan Wah Man,Carman]. [Mr. Wang Zhiqiang] currently serves as the chairman of the audit committee.


The primary responsibilities of the audit committee are to review and supervise ourfinancial reporting process, which include, among other things:
• appointing and supervising the work of our independent auditors and preapproving all non-audit services to be provided by our independent auditors;
• reviewing our annual and interim financial statements, earnings releases, critical accounting policies and practices used to prepare financial statements, alternative treatments of financial information, the effectiveness of our disclosure controls and procedures and important trends and developments in financial reporting practices and requirements;
• reviewing the planning and staffing of internal audits, the organization, responsibilities, plans, results, budget and staffing of our internal audit team and the quality and effectiveness of our internal controls;
• reviewing our risk assessment and management policies;
• establishing procedures for the treatment of complaints received by us regarding accounting, internal accounting controls, auditing matters, potential violations of law and questionable accounting or auditing matters.


Terms of Reference

Remuneration committee

The remuneration committee of the Company consists of three Directors: Ms. [Chan Wah Man,Carman] (independent non-executive Director), Mr. [Li Yuzhong] (independent non-executive Director) and Mr. [Lam Wo Ping]. Mr. [Zhang Huaqiao] currently serves as the chairman of the Company’s remuneration committee.


The primary responsibilities of the remuneration committee are to formulate the evaluation standards and conduct evaluation of the Directors and senior management, and to determine, and review the compensation policies and schemes for the Directors and senior management, including, among other things:
• approving and overseeing the total compensation package for the Directors and senior management, evaluating the performance of and determining and approving the compensation to be paid to senior management;
• reviewing and making recommendations to the Board with respect to the Directors’ compensation; and
• reviewing and making recommendations to the Board regarding compensation philosophy, strategy and principles of Directors and senior management.


Terms of Reference

Nomination committee

The nomination committee of the Company consists of three Directors: Mr. [Lam Wo Ping], Ms. [Long Xiaoning] (independent non-executive Director), and Mr. [Li Yuzhong] (independent non-executive Director). Mr. [Lam Wo Ping] currently serves as the chairman of the nomination committee.

The primary responsibilities of the Company’s nomination committee are to formulate the nomination procedures and standards for candidates for Directors and senior management, to conduct preliminary review of the qualifications and other credentials of the candidates for Directors and senior management.


Terms of Reference

Strategy committee

The strategy committee of the Company consists of three Directors: Mr. [Lam Wo Ping], Mr. [Zhai Gang] and Mr. [Li Yuzhong] (independent non-executive Director). Mr. [Lam Wo Ping] currently serves as the chairman of the Company’s strategy committee.

The primary responsibilities of the strategy committee are to study and advise on the Company’s long-term development plans and significant investment strategies, including, among other things:
• reviewing and advising on the Company’s long-term development strategies;
• reviewing and advising on the Company’s significant capital investment and financing proposals that require approval of the Board under the Articles of Association;
• reviewing and advising on significant capital operation and assets management projects that require approval of the Board under the Articles of Association;
• reviewing and advising on other major issues affecting the Company’s development;
• supervising the implementation of the aforementioned strategic development;
• other functions and duties as authorized by the Board.


Terms of Reference

Corporate Governance Duties
Terms of Reference

Procedures for Shareholders to Propose a Person for Election as a Director at a General Meeting of the Company
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List of Directors and their Roles and Functions
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Articles of Association