Investor Relations and Shareholder rights
The Board of directors is committed to providing shareholders with clear and comprehensive information on company performance by publishing quarter and annual reports. In addition to the circulars, notices and financial reports issued to shareholders, more data are available for them on the website of the Hong Kong Stock Exchange and the Company's website. And these data are updated frequently. The annual general meeting is a useful opportunity for shareholders to propose to the board of directors and exchange views with each other. The company will give at least 21-day/21 days’ notice to encourage shareholders to attend the annual general meeting. The Chairman, Directors and External Auditors will attend the meeting to answer questions about the company business. The company values shareholders' opinions on promoting transparency and strengthening relationships with investors.
The board
The basic responsibility of the board of directors is to exercise its best judgment and to act in the best interest of the company and its shareholders. The board is responsible for overseeing the management's efforts to promote the company's success while operating in an effective and responsible manner.
- · determinesthe group's mission, provides strategic direction to the group and is responsible for the approval of strategic plans;
- · approves the annual business plan and budget proposed by management;
- · retains full and effective control over the group and monitors management with regard to the implementation of the approved annual budget and business plan;
- · appoints the Chief Executive Officer, who reports to the board, and ensures that succession is planned;
- · approves the group's financial statements, quarterly, interim and annual reports;
- · determines the group's communication policy;
- · determines director selection, orientation and evaluation;
- · ensures that the group has appropriate risk management, internal control and regulatory compliance procedures in place;
- · communicates adequately with shareholders and stakeholders;
- · establishes board sub-committees with clear terms of reference and responsibilities as appropriate;
- · defines levels of delegation in respect of specific matters, with required authority to board sub-committees and management;
- · monitors non-financial aspects pertaining to the business of the group;
- · considers and, if appropriate, declares the payment of dividends to shareholders;
- · regularly evaluates the performance and effectiveness of the group.
Board committees
While retaining overall accountability and excluding those matters reserved for the board itself, the board has delegated to the Chief Executive Officer the authority to run the day-to-day business of the Group. The board has also established the following sub-committees:
- · audit committee
- · remuneration committee
- · nomination committee
- · risk committee
- · insider information committee
Each committee acts within agreed terms of reference.
Internal controls
Internal control is necessary for the company's operation, performed by the board of directors and management team, to ensure the effectiveness and efficiency of operation appropriately, in order to achieve the established business goals, ensure the company’s assets, provide reliable financial reports and comply with applicable laws and regulations.
The board is responsible for ensuring adequate internal monitoring of the effectiveness of financial reporting and disclosure monitoring and procedures and reviewing the effectiveness of the system on a regular basis through the audit committee.
External auditors
In order to maintain the independence of the group’s external auditors, the external auditors will not be engaged for non-audit work unless this constitutes non-audit work pre-approved by the audit committee. There must be clear efficiencies and value-added benefits to the company from that work being undertaken by the external auditors, with no adverse effect on the independence of their audit work or the perception of such independence.