|
Effective discussions and prompt and prudent decisions could be made in the Board Meetings. The attendance at the Board Meeting of 2007 (in person or by proxy of other directors) was
100%. During the year, details of each director attending the Board Meetings are as follows:
| Name |
Attendance |
Attendance Rate |
Remarks |
|
| Executive Director |
|
|
All directors not present in person appointed other directors to attend and vote on their behalf |
| Xu Ping |
6 |
100% |
|
| Liu Zhangmin |
5 |
83% |
|
| Zhou Wenjie |
6 |
100% |
|
| Li Shaozhu |
6 |
100% |
|
| Fan Zhong |
3 |
50% |
|
| Non-executive Directors |
| Tong Dongcheng |
5 |
83% |
|
| Ouyang Jie |
6 |
100% |
|
| Liu Weidong |
5 |
83% |
|
| Zhu Fushou |
6 |
100% |
|
Independent Non-executive Directors |
| Sun Shuyi |
4 |
66% |
|
| Ng Lin-fung |
6 |
100% |
|
| Yang Xianzu |
6 |
100% |
|
|
The management is responsible for providing the relevant information required for considering and approving various resolutions to the Board of Directors, and arranging management staff to make work report, especially the progress of material projects of the Company, at the time of Board Meetings.
iii. Special Committees of the Board
Two special committees, the Audit Committee and the Remuneration Committee (“the Special Committees”), have been set up by the Board of Directors. The Board will fully consider the expertise and experience of each director when appointing members to each committee, so that each committee shall perform their functions effectively. The Audit Committee comprises one non-executive director and two independent non-executive directors while the Remuneration Committee comprises one executive director and two independent non-executive directors.
To specify the powers and duties of each committee and affair handling processes, the Practice
Code of Audit Committee and Practice Code of Remuneration Committee have been established
by the respective committee and approved by the Board. Each committee convenes regular meetings and reports its progress and outcome of discussions to the Board. The majority of the members actively participated in the affairs of committees. The Secretary to the Board assists the performance of obligations by each committee in all aspects.
For the purpose of financial control, the Audit Committee is responsible for reviewing and monitoring the quality and procedure of the Company’s financial statements. According to relevant regulation, the Company’s management is responsible for preparing financial statements, including the selection of appropriate accounting policies, while the external auditors are responsible for the audit and examination of the Company’s financial statements. Besides, the Audit Committee is responsible for monitoring the work of the management and approving the scope and precautions adopted by the management and the external auditors.
|