The Company has established an audit committee on 14 March 2000 with the provisions set out in the corporate governance code. The audit committee has four members, including the company’s three independent non-executive Directors, namely Mr. Kwan Kai Cheong, Mr. Ching Kwok Ho, Samuel ,Mr. Yen Yuen Ho, Tony and a non-executive director , Mr. Yang Baiqian 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 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.
The Company established a remuneration committee on 28 September 2005 with the provisions set out in the corporate governance code. It comprises 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. Yang Baiqian. Mr. Kwan Kai Cheong 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 by reference to corporate goals and objectives resolved by the Board from time to time.
The Nomination Committee was established on 23 March 2012 with provisions set out in the code. It comprises three members, namely Mr. Li, Alan , Mr. Kwan Kai Cheong and Mr. Yen Yuen Ho, Tony. Mr. Yen Yuen Ho Tony 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 and experience ) of the board at least annually and make recommendations on any proposed changes to the board to complement 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 Risk Control Committee was established on 23 July 20013. It comprises four members, namely Mr. Yang Baiqian, Mr. Li, Alan, Mr. Lu Zhenwei and Mr. Kwan Kai Cheong. Mr. Yang Baiqian is the chairman of the risk control committee. The aim of the Risk Control Committee is to strengthen the risk analysis, judgement 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.
Procedures for Shareholders to propose a person for election as a Director.
Clause 85 of the Bye-Laws of the Company provides that no person other than a Director retiring at the meeting shall, unless recommended by the Directors for election, be eligible for election as a Director at any general meeting unless a Notice signed by a Member (other than the person to be proposed) duly qualified to attend and vote at the meeting for which such notice is given of his intention to propose such person for election and also a Notice signed by the person to be proposed of his willingness to be elected shall have been lodged at the head office or at the Registration Office provided that the minimum length of the period, during which such Notice(s) are given, shall be at least seven (7) days and that (if the Notices are submitted after the despatch of the notice of the general meeting appointed for such election) the period for lodgment of such Notice(s) shall commence on the day after the despatch of the notice of the general meeting appointed for such election and end no later than seven (7) days prior to the date of such general meeting.
Accordingly, if a shareholder wishes to nominate a person to stand for election as a Director of the Company at the annual general meeting, the following documents must be validly lodged at the head office and principal place of business or at the registered office of the Company, namely
(i) his/her notice of intention to propose a resolution to elect a nominated candidate as a Director of the Company at the annual general meeting; and
(ii) a notice signed by the nominated candidate of the candidate’s willingness to be elected together with (a) the nominated candidate’s information as required to be disclosed under rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited; and (b) the nominated candidate’s written consent to the publication of his/her personal data.
Listed Date 13 Apr 2000
Unit 1012, 10/F.,
West Tower, Shun Tak Centre,
168-200 Connaught Road Central, Hong Kong
Telephone (852) 3112 8461
Facsimile (852) 3112 8410