Nomination Committee
The Nomination Committee was set up on 18 January 2005. Members of the committee include Mr. Zhang Yun San, Mr. Qin Xue Chang, Mr. Yan Yi Zhuang and Mr. Loke Yu alias Loke Hoi Lam. Mr. Zhang Yun San is the chairman of the committee.
Principal right and duties of the committee:
1、to make regular review on the structure, number and composition (including skill, knowledge and experience) of the Board;
2、to make recommendations to the Board on any intended change;
3、to identify individuals suitably qualified to become board members or a manager;
4、to select and make recommendations to the board on the selection of individuals nominated for directorships;
5、to assess the independence of the independent non-executive director; and
6、to make recommendations to the Board on relevant matters relating to the appointment or re-appointment of the directors and succession planning for directors in particular the chairman and the chief executive officer.
Remuneration and appraisal committee
The Remuneration and Appraisal Committee was set up on 18 January 2005. Members of the committee include Mr. Zhang Yun San, Mr. Qin Xue Chang, Mr. Yan Yi Zhuang and Mr. Loke Yu alias Loke Hoi Lam. Mr. Loke Yu is the chairman of the committee.
Principal right and duties of the committee:
1、to make recommendations to the Board on the company’s policies and structures for all the compensation of Directors and management and on the establishment of a formal and transparent procedures for developing policies on such compensation;
2、to determine the specific remuneration of all executive Directors and senior management, and make recommendations to the Board of the remuneration of non-executive Directors;
3、to review and approve performance-based remuneration by reference to corporate goals and objectives resolved by the board time to time;
4、to review and approve the compensation payable to executive Directors and senior management in connection with any loss or termination of their office or appointment;
5、to review and approve compensation arrangements relating to dismissal or removal of Directors for misconduct; and
6、to insure that no director or any of his associates is involved in deciding his own remuneration.
Audit Committee
The Audit Committee was set up on 20 March 2004. Members of the committee include Mr. Qin Xue Chang, Mr. Yan Yi Zhuang and Mr. Loke Yu alias Loke Hoi Lam. Mr. Qin Xue Chang is the chairman of the committee.
Principal right and duties of the committee:
1、to make recommendations to the board on the appointment, reappointment and removal of the external auditors;
2、to approve the remuneration and terms of engagement of external auditors;
3、to review and monitor the independence and objectivity of the external auditors, and the effectiveness of the audit process;
4、to formulate policy on the non-audit services supplied by the external auditor;
5、to supervise the integrity of the Company’s financial statements;
6、to check and approval the major judgmental areas in the financial statements;
7、to review the Company's financial controls, internal control and risk management systems;
8、to review the financial and accounting policies and practices; and
9、to review the external auditor’s management letter to management team, and ensure that the Board will provide a timely response to the issues raised in the letter.
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