Corporate Governance

The Group strives to maintain a high standard of corporate governance as it believes good corporate governance practices are critical for maintaining and promoting the confidence of its shareholders (the "Shareholders"). The Board and Management continue to uphold good corporate governance practices to enhance long-term value and returns for Shareholders and protect Shareholders' interests. The Group's corporate governance policies is specific reference made to the principles and guidelines of the Code of Corporate Governance 2012 issued May 2012, and through a set of rules and regulations, has continuously strengthened internal controls and risk management. Furthermore, by full and timely public disclosure, the Group has maintained transparency, accountability which enhances its corporate values.

The Board meets regularly, and to execute its responsibilities, Board has set up 4 committees, namely Audit Committee, Nominating Committee, Remuneration Committee and Management Committee. For risk management and internal control, the Group has set up a Risk Management Department to monitor risk regularly, assess the potential material risk, and implement the risk management plan for the next year; the Risk Management Department also reviews the effectiveness of the Group’s key internal controls including financial , operational, compliance, information technology and sustainability risks management,. Any material non-compliance and recommendation for improvements are reported to the Audit Committee, and the Audit Committee also reviews and continues to monitor the effectiveness of the actions taken by the management on the recommendations for improvements.

Management Committee

The Management Committee comprises Mr. An Xuesong (Chairman), Mr. Luo Junling, Mr. Yu Yiping, Mr. Tao Junjie, Mr. Wang Yuexing, Mr. Wang Guanping, Mr. Zhang Guofeng and Mr. Sun Linbo.

The Management Committee is responsible for the daily business operation management work, formulates and implements annual work task and medium-term development plan of the Group. The Management Committee is the decision-making body for day-to-day business activities and makes collective decisions on major matters relating to the Group’s daily business operation, management and personnel etc.

Audit Committee

The Audit Committee currently comprising all 3 independent directors of the Company, namely Mr. Lim Yu Neng, Mr. Zhai Haitao, Ms. Cheng Fong Yee and Ms. Hao Gang. The Audit Committee is primarily responsible for Oversee and appraise the quality of the audit of the Company’s internal audit function and of its External Auditors; Serve as an independent and objective party to review the financial information presented by management to shareholders, regulators and the general public; Examine the adequacy of the Company’s administrative and operating controls, as well as internal accounting controls and evaluate adherence; Assist the Board in fulfilling its responsibilities in respect of the Company’s accounting policies, risk management, internal controls, financial reporting practices and business policies; Monitor management’s commitment to the establishment and maintenance of a robust and effective system of risk management and internal controls addressing financial, operational, compliance and information technology risks (including any arrangements for internal audit) etc.

Remuneration Committee

The Remuneration Committee currently comprises the independent director Ms. Cheng Fong Yee, Mr. Wang Tianyi, and the other two independent directors, namely Mr. Zhai Haitao and Mr. Lim Yu Neng Paul. The Remuneration Committee is primarily responsible for implementing a formal, transparent and objective procedure for fixing the remuneration packages of individual directors, and to ensure that the level and structure of remuneration to be aligned with the long-term interest and risk policies of the Company and should be appropriate to attract, retain and motivate (a) the directors to provide good stewardship of the Company and (b) key executives to successfully manage the Company.

Nominating Committee

The Nominating Committee currently comprises Mr. Zhai Haitao, the independent director, Mr. Wang Tianyi, the Chairman, and Mr. Lim Yu Neng Paul, the independent director. The Nominating Committee is primarily responsible for implementing a formal, transparent and objective procedure for appointing Board members, evaluating each Board member’s performance and assessing the overall performance of the Board.

Strategy Committee

The Strategy Committee currently comprises Mr. Wang Tianyi, Mr. An Xuesong, Mr. Luo Junling and Ms. Hao Gang. The Strategy Committee is primarily responsible for assisting the Board in providing strategic direction to the Company, to oversee the strategic planning of the Company and the implementation of such strategies, and to review, endorse and recommend to the Board the annual business plans, budget and capital and debt structure of the Company in relation to the strategies.