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Corporate Governance 企业管治

Nomination Committee
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Nomination Committee


The Group has established the Nomination Committee on April 30, 2021 with written terms of reference in compliance with paragraph A.5 of the CG Code as set out in Appendix 14 to the Listing Rules. The Nomination Committee consists of three members, namely Mr. Zhang Minggui, Mr. Li Zhengguo and Mr. Cao Qilin. Mr. Zhang Minggui has been appointed as the chairman of the Nomination Committee.

 

The primary duties of the Nomination Committee include, but are not limited to, (i) reviewing the structure, size and composition of the Board on a regular basis and making recommendations to the Board regarding any proposed changes to the composition of the Board; (ii) identifying, selecting or making recommendations to the Board on the selection of individuals nominated for directorship, and ensuring the diversity of the Board members; (iii) assessing the independence of its independent non-executive Directors; and (iv) making recommendations to the Board on relevant matters relating to the appointment, re-appointment and removal of its Directors and succession planning for its Directors.

Remuneration Committee
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Remuneration Committee


The Group has established the Remuneration Committee on April 30, 2021 with written terms of reference in compliance with Rule 3.25 of the Listing Rules and paragraph B.1 of the CG Code as set out in Appendix 14 to the Listing Rules. The Remuneration Committee consists of three members, namely Mr. Cao Qilin, Ms. Huang Kun and Mr. Li Zhengguo. Mr. Cao Qilin has been appointed as the chairman of the Remuneration Committee.

 

The primary duties of the Remuneration Committee include, but are not limited to (i) establishing, reviewing and providing advices to the Board on the policy and structure concerning remuneration of its Directors and senior management and on the establishment of a formal and transparent procedure for developing policies concerning such remuneration; (ii) determining the terms of the specific remuneration package of each Director and senior management member; and (iii) reviewing and approving performance-based remuneration by reference to corporate goals and objectives resolved by the Directors from time to time.

Audit Committee
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Audit Committee


The Group has established the Audit Committee on April 30, 2021 with written terms of reference in compliance with Rule 3.21 of the Listing Rules and paragraph C.3 of the Corporate Governance Code (the “CG Code”) as set out in Appendix 14 to the Listing Rules. The Audit Committee consists of three members, namely, Mr. Yan Lap Kei Isaac, Mr. Jiang Mengjun and Mr. Li Zhengguo. Mr. Yan Lap Kei Isaac has been appointed as the chairman of the Audit Committee, who has the appropriate professional qualifications or related financial management expertise as required under Rule 3.10(2) of the Listing Rules.

 

The primary duties of the Audit Committee include, but are not limited to, (i) reviewing and supervising the financial reporting process and internal control system of the Group, risk management and internal audit; (ii) providing advice and comments to the Board; and (iii) performing other duties and responsibilities as may be assigned by the Board.

Board Committees
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Board Committees


The Board has established the Audit Committee, the Remuneration Committee and the Nomination Committee and delegated various responsibilities to these committees, which assist the Board in discharging its duties and overseeing particular aspects of the Group’s activities.

Amended and Restated Memorandum of Association and Articles of Association

Terms of Reference of Audit Committee

Terms of Reference of Remuneration Committee

Terms of Reference of Nomination Committee

Procedures for shareholders to propose a person other than a retiring director for election as a director