Corporate Goverance
Board Committees
We have established the following five committees in our Board: an audit committee, a remuneration committee, a nomination committee, a corporate governance committee and a risk management committee. The committees operate in accordance with the terms of reference established by our Board.
Audit Committee
We have established an audit committee on 21 October 2014 with written terms of reference in compliance with Rules 3.21 to 3.23 of the Listing Rules and the Corporate Governance Code as set out in Appendix 14 to the Listing Rules. The primary duties of the audit committee are to review and supervise the financial report process and internal control system of the Group and to formulate or review polices relating anti-bribery compliances, by ensuring regular management review of the relevant corporate governance measures and the implementation thereof. The audit committee comprises two independent non-executive Directors, namely Mr. Cheung Lap Kei and Madam Chiu Hoi Shan and one non-executive Director, namely Madam Ji Lingling. Mr. Cheung Lap Kei is the chairman of the audit committee.
Remuneration Committee
We have established a remuneration committee on 21 October 2014 with written terms of reference in compliance with the Corporate Governance Code as set out in Appendix 14 to the Listing Rules. The primary duties of the remuneration committee are to make recommendation to our Board on the remuneration policies and structure of the remuneration for the Directors and other senior management and to set up a formal and transparent procedure for developing policy on such remuneration. The remuneration committee comprises two independent non-executive Directors, namely Mr. Cheung Lap Kei and Madam Chiu Hoi Shan and one executive Director, namely, Madam Zhou Ning. Madam Chiu Hoi Shan is the chairlady of the remuneration committee.
Nomination Committee
We have established the nomination committee on 21 October 2014 with written terms of reference in compliance with the Corporate Governance Code as set out in Appendix 14 to the Listing Rules. The primary duties of the nomination committee are to review the structure, size and composition (including the skills, knowledge and experience) of the Board on a regular basis, identify individuals suitably qualified to become members of the Board may select individuals nominated for directorship, and assess the independence of the independent non-executive Directors make recommendations to our Board on the appointment of Directors and senior management. The nomination committee comprises two independent non-executive Directors, namely Mr. Cheung Lap Kei and Madam Chiu Hoi Shan and one executive Director, namely Mr. Ho Kwok Keung, Mars. Mr. Ho Kwok Keung, Mars is the chairman of the nomination committee.
Corporate Governance Committee
We have established the corporate governance committee on 21 October 2014 with written terms of reference. The primary duties of the corporate governance committee are to develop and review our Company's policies and practices on corporate governance and make recommendations to our Board and to review and monitor the training and continuous professional development of Directors and senior management of our Group. The corporate governance committee comprises one independent non-executive Director, namely Madam Chiu Hoi Shan and two executive Directors, namely Mr. Ho Kwok Keung, Mars and Madam Zhou Ning. Madam Zhou Ning is the chairlady of the corporate governance committee.
Risk Management Committee
We have established the risk management committee on 21 October 2014 with written terms of reference. The primary duties of the risk management committee are to review our risk management policies and standards, as well as the fundamental concepts and scope of compliance management and to provide comment on the overall target and basic policy of the compliance and risk management. The risk management committee comprises one non-executive Director, namely Madam Ji Lingling and two executive Directors, namely Madam Zhou Ning and Mr. Chen Yue Wu. Madam Zhou Ning is the chairlady of the risk management committee.