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Audit Committee
In compliance with Rule 3.21 of the Listing Rules and the CG Code as set out in Appendix 14 to the Listing Rules, the Company established an audit committee on 4 September 2009. The primary duties of the audit committee are to review and supervise the financial reporting process and internal control procedures. The audit committee currently comprises three independent non-executive Directors, Mr. Yu Haizong (Chairman) , Mr. Gu Peidong and Mr. Liu Yi. During the year ended 31 December 2011, the audit committee has reviewed: (i) the audited financial statements of the Group and annual results announcement for the year ended 31 December 2010 and (ii) the reviewed financial statements of the Group and interim results announcement for the six months ended 30 June 2011. During the year ended 31 December 2011, the audit committee has reviewed the internal control of the Group. Details of the internal control of the Group is set out on page 54 of this annual report.
Terms of Reference
Remuneration Committee
The Company established a remuneration committee on 4 September 2009 in compliance with the CG Code.The remuneration committee currently comprises one nonexecutive Director, namely Mr. Wang Jin (Chairman) and two independent non-executive Directors, namely Mr. Yu Haizong and Mr. Gu Peidong. Mr. Wang Jin will step down as a chairman of the remuneration committee effective from 1 April 2012 in compliance with the new CG Code and associated Listing Rules introduced by the “Consultation Conclusions on Review of the Corporate Governance Code and Associated Listing Rules” published by the Stock Exchange on 28 October 2011 in which the remuneration committee has to be chaired by an independent non-executive Director.
Terms of Reference
Nomination Committee
The company established a nomination committee with written terms of reference in compliance with the CG Code on 1 April 2012. The nomination committee currently comprises three members, being Messrs. Jiang Zhong Ping (Chairman), Yu Haizong and Liu Yi. The primary duties of the nomination committee are to review and make recommendations to the Board of Directors on all appointments and re-appointment of members of the Board of Directors.
Terms of Reference
Memorandum of Association
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