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HSCCI 4,396.2 5.7
HSFML25 10,063.0 4.4
H-FIN 18,529.9 -20.3
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Cosmo Lady (China) Holdings Company Limited (02298.HK)

Apparel

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Cosmo Lady (China) Holdings Company Limited (“Cosmo Lady” or the “Company”, together with its subsidiaries, the “Group”) is principally engaged in the design, research, development and sale of intimate wear. The company is the largest branded intimate wear enterprise in China in terms of both total retail sales in 2013 and the number of retail outlets as of December 31, 2013, according to the Frost & Sullivan Report.

The company designs and sells five major lines of intimate wear products, namely bras, underpants, sleepwear and loungewear, thermal clothes, and others (including leggings and tights, vests, hosiery and accessories) under its core brand Cosmo Lady (都市•儷人) and three sub-brands, namely Cosmo Elegance (都市•絲語), Cosmo Blossom (都市•繽紛派) and Cosmo Esquire (都市•鋒尚) to attract consumers of different demographics...
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Mr. ZHENG Yaonan - Chairman of the Board, Executive Director and Chief Executive Officer

Mr. ZHENG is one of the founders of the Group. He started the intimate wear sales business as early as in 1998 and served as the chairman and the president at Shenzhen City Beauty Fashion Co., Ltd. (深圳市都市麗人風內衣有限公司), an intimate wear company, from March 2006 to August 2009. Mr. Zheng co-founded Cosmo Lady GuangDong Holdings Limited, in September 2009, where he had served as the chairman and the president since then until July 2013, and has thereafter held the positions of executive director and chief executive officer. With approximately 15 years of experience in the intimate wear manufacturing and sales industry, Mr. Zheng has been the key driver of the company’s business strategies and achievements to date. He is primarily responsible for the strategic planning, business development, corporate management and overall performance of our Group.

Mr. Zheng is currently a committee member of Guangdong Provincial Committee of Chinese People’s Political Consultative Conference (政協廣東省委員會), a vice chairman of Guangdong Youth Association (廣東省青年聯合會), a vice chairman of Gangdong Provincial Youth Entrepreneur Association (廣東省青年企業家協會) and an executive committee member of Guangdong Federation of Industry and Commerce (廣東省工商業聯合會).

Mr. ZHANG Shengfeng - Executive Director, Deputy Chairman of the Board and Vice President

Mr. Zhang was a co-founder of Cosmo Lady GuangDong Holdings Limited. Previously, Mr. Zhang served as a director at Shenzhen City Beauty Fashion Co., Ltd. (深圳市都市麗人風內衣有限公司), an intimate wear company, from March 2006 to August 2009. Mr. Zhang is primarily responsible for the design, research and development and procurement of our Group. Mr. Zhang is currently a deputy chairman of Dongguan Fenggang Association of Enterprises with Foreign Investment (東莞市鳳崗外商投資協會) and a deputy chairman of Shenzhen Underwear Association (深圳市內衣協會).

Mr. LIN Zonghong - Executive Director, Deputy Chairman of the Board and Vice President

Mr. Lin was a co-founder of Cosmo Lady GuangDong Holdings Limited. Prior to that, Mr. Lin served as a director at Shenzhen City Beauty Fashion Co., Ltd. (深圳市都市麗人風內衣有限公司), an intimate wear company, from June 2006 to September 2009. Mr. Lin is primarily responsible for the production and logistics of 林宗宏先生our Group.

Mr. CHENG Zuming - Executive Director, Vice President and Chief Operating Officer

Mr. Cheng was a co-founder of Cosmo Lady GuangDong Holdings Limited. Prior to that, Mr. Cheng worked at an intimate wear chain store and held the position of vice president in Shenzhen City Beauty Fashion Co., Ltd. (深圳市都市麗人風內衣有限公司), an intimate wear company. Mr. Cheng is primarily responsible for the sales, marketing and customer relations of our Group.

Ms. WU Xiaoli - Executive Director and Vice President

Ms. Wu is responsible for the human resources and administration management of our Group. She was a supervisor of Shenzhen City Beauty Fashion Co., Ltd. (深圳市都市麗人風內衣有限公司), an intimate wear company, from March 2005 to April 2007. Previously, she was a furniture/housewares manager of Shenzhen Sam’s Club of Wal-Mart SZITIC Stores Co., Ltd. (沃爾瑪深國投百貨有限公司深圳山姆會員商店).

Mr. WEN Baoma - Non-executive Director

Mr. WEN was appointed as the non-executive Director in April 2014. Mr. Wen was a non-executive director from October 2010 to July 2013 and a supervisor from July 2013 to January 2014 at Cosmo Lady GuangDong Holdings Limited. Mr. Wen is primarily responsible for giving strategic advice and making recommendations on the operations and management of our Group. Mr. Wen has been a partner of Capital Today China Growth (HK) Limited and currently serves on the board of directors of a number of Capital Today investee companies. Mr. Wen had held a number of senior positions in various investment companies including Actis Capital LLP (Beijing), Intel Capital (Hong Kong), AIG Investment Corporation (Asia) Ltd., and an investment bank, Jardine Fleming Holdings Limited.

Mr. YAU Chi Ming - Independent Non-executive Director

Mr. YAU was appointed as an independent non-executive Director, the chairman of the Audit Committee and a member of the Nomination Committee. Mr. Yau is responsible for supervising the activities and decisions of the Audit Committee, giving strategic advice and making recommendations on the operations and management of our Group. Mr. Yau has over 20 years of experience in finance and accounting. He has been the chief financial officer and company secretary of Consun Pharmaceutical Group Limited (康臣葯業集團有限公司, stock code: 1681), an integrated pharmaceutical company and an independent non-executive director of Common Splendor International Health Industry Group Limited (同佳國際健康產業集團有限公司), stock code: 0286), a company engaged in the business of health management.

Dr. DAI Yiyi - Independent Non-executive Director

Dr. DAI Yiyi was appointed as an independent non-executive Director, the chairman of the Remuneration Committee and a member of the Audit Committee. Dr. Dai is responsible for supervising the activities and decisions of the Remuneration Committee, giving strategic advice and making recommendations on the operations and management of our Group. Dr. Dai Yiyi has been a full-time professor, a deputy dean and a Ph.D. supervisor of the School of Management of Xiamen University (廈門大學). Dr. Dai was a senior visiting scholar at the Kellogg School of Management of Northwestern University, IIllinois, USA and the School of Management of McGill University, Montreal, Quebec, Canada.

Mr. CHEN Zhigang - Independent Non-Executive Director

Mr. CHEN Zhigang was appointed as an independent non-executive Director and a member of the Audit Committee, the Remuneration Committee and the Nomination Committee. Mr. Chen is responsible for giving strategic advice and making recommendations on the operations and management of our Group. Mr. Chen Zhigang has been a partner and the department head of the Vocation International Certified Public Accountants Co., Ltd. (天職國際會計師事務所), an accounting firm, since 2004. Mr. Chen is a Certified Public Accountant with Securities and Futures Practice Qualification (持證券期貨相關業務資格的註冊會計師), certified by the China Securities Regulatory Commission (中國證券監督管理委員會) and a Chinese Certified Public Accountant (中國註冊會計師), certified by The Chinese Institute of Certified Public Accountants (中國註冊會計師協會). Mr. Chen Zhigang served as an independent non-executive director at Guangdong Chaohua Technology Co., Ltd. (廣東超華科技股份有限公司, stock code: 002288), a company manufacturing and distributing electronic components, which is listed on the Shenzhen Stock Exchange.

Mr. LOO Hong Shing Vincent - Vice President, Chief Financial Officer, Company Secretary and Authorized Representative

Before joining the Group, Mr. Loo, was an Executive Director, Chief Financial Officer, Company Secretary and Authorized Representative of Hengan International Group Company Limited, a company listed on the Main Board of the Stock Exchange (stock code: 1044). Mr. Loo also worked previously in an international firm of accountants in Hong Kong. He is an associate member of the Hong Kong Institute of Certified Public Accountants and a fellow member of the Association of Chartered Certified Accountants.

Mr. SHA Shuang - Vice President, Chief Strategy Officer and E - Commerce Company Chief Executive Officer

Mr. SHA Shuang is responsible for the management of the information systems of our Group. Previously, Mr. Sha served as a deputy general manager and chief information officer at Cosmo Lady GuangDong Holdings Limited, and has thereafter held the positions of vice president and chief information officer. Mr. Sha Shuang was an acting general manager of the information systems at Li Ning (China) Sports Goods Co., Ltd (李寧(中國)體育用品有限公司) and had served as a senior manager of integrated service at the information systems integration and service operation department of Lenovo (Beijing) Co., Ltd. (聯想(北京)有限公司). Mr. Sha is an assistant engineer qualified by Chinese Academy of Sciences (中國科學院) in 2000.
 

Mr. YANG Weiqiang - Non-executive Director

Mr. YANG was appointed as the non-executive Director in August 2017. Mr. Yang is currently the chairman and president of Shenzhen Qianhai Fosun Ruizhe Asset Management Co., Limited. Mr. Yang obtained a bachelor’s degree in computer science from Zhengzhou University, master’s degrees in business management from Perking University and Cheung Kong Graduate School of Business, and an executive master of business administration degree from Tsinghua University. Mr. Yang is currently a non-executive director of Koradior Holdings Limited, a company listed on the Stock Exchange (Stock code: 3709), and a director of Grandland Decoration Group, a company listed on the Shenzhen Stock Exchange (Stock code: 002482).

Mr. LU Hong Te - Independent Non-Executive Director

Mr Lu was appointed as an independent non-executive Director, the chairman of the Audit Committee and a member of the Nomination Committee. Mr. Lu, is currently a professor at the department of business administration of Chung Yuan Christian University in Taiwan, specializing in sales management and business competitive strategies. Mr. Lu is an independent non-executive director of Capxon International Electronic Company Limited (Stock code: 469), ANTA Sports Products Limited (Stock Code: 2020), China Lilang Limited (Stock code: 1234), China SCE Property Holdings Limited (Stock code: 1966), the shares of which are listed on the Main Board of the Stock Exchange and an independent director of Uni-President Enterprises Corp., a company listed on the Taiwan Stock Exchange (Stock code: 1216). Mr. Lu is also an independent director of Firich Enterprises Co., Ltd (Stock code: 8076) and Lanner Electronics Inc. (Stock code: 6245), the shares of which are traded in the Taipei Exchange.

+ More Board of Directors
Board Committees

The company has established the following committees under the Board: the Audit Committee, the Nomination Committee and the Remuneration Committee. The committees operate in accordance with terms of reference established by the Board.

 
Audit Committee

The Audit Committee consists of three independent non-executive Directors, being Mr. Yau Chi Ming, Dr. Dai Yiyi and Mr. Chen Zhigang. The chairman of the Audit Committee is Mr. Yau Chi Ming.

The primary duties of the Audit Committee include, but are not limited to, the following:
         . to propose the appointment or removal of the external auditor of the Company and to approve the remuneration and terms of engagement of the external auditor, and any questions of its resignation or dismissal;
         . to review and monitor the independence and objectivity of the external auditors and the effectiveness of the audit process;
         . to discuss with the auditor on the nature and scope of the audit and reporting obligations prior to the commencement of the audit;
         . to develop and implement policy on engaging an external auditor to supply non-audit services and to report to the Board, identifying and making recommendations on any matters where action or improvement is needed;
         . to monitor integrity of the issuer’s financial statements and annual report and accounts, half-year report and, if prepared for publication, quarterly reports, and to review significant financial reporting judgments contained in them;
         . to oversee the Company’s financial controls, internal control and risk management systems and their implementation;
         . to discuss the internal control systems with management to ensure that management has performed its duty to maintain an effective internal control;
         . to consider major investigation findings on internal control matters as delegated by the Board or on its own initiative and management’s response to these findings systems;
         . to ensure co-ordination between the internal and external auditors, and to ensure that the internal audit function is adequately resourced and has appropriate standing within the issuer, and to review and monitor its effectiveness;
         . to review the group’s financial and accounting policies and practices;
         . to review the external auditor’s management letter, any material queries raised by the auditor to management about accounting records, financial accounts or systems of control and management’s response;
         . to ensure that the Board will provide a timely response to the issues raised in the external auditor’s management letter and to report to the Board on the matters in this code provision
         . to review the arrangements for employees to raise concerns about financial reporting improprieties
 
Remuneration Committee

The Remuneration Committee consists of two independent non-executive Directors, being Dr. Dai Yiyi and Mr. Chen Zhigang, and one executive Director, being Mr. Zhang Shengfeng. The chairman of the Remuneration Committee is Dr. Dai Yiyi.

The primary duties of the Remuneration Committee include, but are not limited to, the following:
         . to make recommendations to the Board on our policy and structure for all Directors’ and senior management’s remuneration and on the establishment of a formal and transparent procedure for developing remuneration policy;
         . to review and approve senior management’s remuneration proposals with reference to the Board’s corporate goals and objectives;
         . to make recommendations to the Board on the remuneration packages of individual executive Directors and senior management or to determine, with delegated responsibility, the remuneration packages of individual executive Directors and senior management;
         . to make recommendations to the board on the remuneration of non-executive Directors;
         . to consider salaries paid by comparable companies, time commitment and responsibilities and employment conditions elsewhere in the group;
         . to review and approve compensation payable to executive Directors and senior management for any loss or termination of office or appointment to ensure that it is consistent with contractual terms and is otherwise fair and not excessive;
         . to review and approve compensation arrangements relating to dismissal or removal of Directors for misconduct to ensure that they are consistent with contractual terms and are otherwise reasonable and appropriate;
         . to ensure that no Director or any of his associates is involved in deciding his own remuneration.
 
Nomination Committee

The Nomination Committee consists of one executive Director, being Mr. Zheng Yaonan and two independent non-executive Directors, being Mr. Yau Chi Ming and Mr. Chen Zhigang. The chairman of the Nomination Committee is Mr. Zheng Yaonan.

The primary duties of the Nomination Committee include, but are not limited to, the following:
         . to review the structure, size and composition (including the skills, knowledge and experience) of the Board at least annually and make recommendations on any proposed changes to the Board to complement our corporate strategy;
         . to identify individuals suitably qualified to become members of the Board and select or make recommendations to the Board on the selection of individuals nominated for directorships;
         . to assess the independence of independent non-executive Directors;
         . to make recommendations to the Board on the appointment and re-appointment of Directors and succession planning for Directors, in particular the chairman and the chief executive officer.
 
Risk Management Committee

The Risk Management Committee consists of three Independent Non-executive Directors, Mr. CHEN Zhigang, Mr. YAU Chi Ming and Dr. DAI Yiyi. The chairman of the Risk Management Committee is Mr. CHEN Zhigang.

The primary duties of the Risk Management Committee include, but are not limited to, the following:
  1. oversee the design, implementation and monitoring of the risk management system carried out by the management on an ongoing basis;
  2. analyse and independently assess whether the system in managing risk is sufficient, efficient and effective;
  3. monitor and review the process of risk management and advise the Board about the effectiveness of and improvements to be made to the existing risk management system;
  4. consider and continuously monitor the Company’s risk management strategies; provide guidelines to the management on risk management and set up procedures to unveil, assess and manage material risk factors, and ensure management discharges its responsibility to implement an effective risk management;
  5. decide on risk levels, risk appetite and related resources allocation;
  6. evaluate major decisions affecting the Group’s risk profile or exposure and give such directions as it considers appropriate and make recommendations to the Board;
  7. evaluate major risk management activities and make recommendations to the Board;
  8. consider the effectiveness of decision making process in crisis and emergency
  9. situations and maintain the Company’s risk management standards;
  10. review the systems of the Company on risk management;
  11. discuss the risk management system with management to ensure that management has performed its duty to have an effective risk management system. This discussion should include the adequacy of resources, staff qualifications and experience, training programmes and budget of the Company’s accounting and financial reporting function;
  12. consider major investigation findings on risk management matters as delegated by the Board or on its own initiative and management’s response to these findings;
  13. on an annual basis report to the Board on the effectiveness of the risk management systems of the Company and its subsidiaries;
  14. report to the Board on the matters set out herein; and
  15. consider other topics, as defi ned by the Board.
 
Memorandum and Articles of Association
 
Procedures for Shareholders to Propose a Person for Election as Director
 
List of Directors and Their Roles and Functions
 
Shareholders Communication Policy
 

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COMPANY INFORMATION

Listed Date 26 Jun 2014

Address Suite 2012, Tower 1,
Times Square,
1 Matheson Street,
Causeway Bay, Hong Kong

Telephone (852) 2363 0336

Facsimile (852) 2363 0989

Email cosmo-lady@pordahavas.com

No. of Click Rate

86809