To protect the company and shareholders' long-term benefits, we are committed to strictly abide to business ethics, maintain high standards of corporate governance, and fully complying with the laws and rules. We believe that well-functioning corporate governance system will ensure a high level of transparency and hence lay a solid foundation for future business development. The Company has set up Audit Committee, Remuneration Committee, Nomination Committee and Environmental Social and Governance Committee in order to better achieve the missions of corporate governance and guarantee the smooth operation of the internal systems, Details of each committee are as followed:

We have established an audit committee pursuant to a resolution of our Directors passed on 7 September 2010 with written terms of reference in compliance with Rule 3.21 of the Listing Rules and paragraph C3 of the Code on Corporate Governance Practices, as set out in Appendix 14 to the Listing Rules. The audit committee consists of three independent Non-Executive Directors, namely Mr. Ng Yuk Keung, an independent Non-Executive Director with the appropriate professional qualifications who shall serve as Chariman of the committee, Mr. Wang Wenfu and Mr.Gao Zhikai. The primary duties of the audit committee are to assist our Board in providing an independent view of the effectiveness of our financial reporting process, internal control and risk management system, to oversee the audit process and to perform other duties and responsibilities as assigned by our Board.

We have established a remuneration committee pursuant to a resolution of our Directors passed on 7 September 2010 with written terms of reference in compliance with paragraph B1 of the Code on Corporate Governance Practices, as set out in Appendix 14 to the Listing Rules. The remuneration committee consists of two independent Non-Executive Directors, namely Mr. Wang Wenfu, who is the Chariman of the remuneration committee, and Mr. NG Yuk Keung and an Executive Director Ms.CaoXinyi. The primary duties of the remuneration committee are to review and formulate policies of remuneration structure for our Directors and senior management and make recommendations on the remuneration package of our Directors and senior management and evaluate and make recommendations on employee benefit arrangements.

We have established a nomination committee pursuant to a resolution of our Directors passed on 7 September 2010 with written terms of reference as recommended under the Code on Corporate Governance Practices, set out in Appendix 14 to the Listing Rules. The nomination committee consists of two independent Non-Executive Directors, namely Mr.Gao Zhikai, who is the Chairman of the nomination, Mr. Ng Yuk Keung and an Executive Director Ms. Chen Xiuzhu. The primary function of the nomination committee is to formulate and implement the nomination policy laid down by the Board; to oversee the composition, structure and evaluation of the Board and its committees; and to develop, recommend to the Board and oversee the implementation of corporate governance principles and policies.

On 10 December 2021, the Board has approved the amendments to the terms of reference of the Health, Safety and Environmental Committee of the Company, adjusted the responsibilities thereof and renamed it as Environmental, Social and Governance Committee (the “ESG Committee”). The ESG Committee consists of one Executive Director, namely Ms. Chen Xiuzhu, who is the Chairman of the ESG Committee, and two Independent Non-Exeutive Director, namely Mr.Wang Wenfu and Mr.Gao Zhikai. The primary function of the ESG Committee is to monitor, review and make appropriate recommendations to the Board on the best industry practices, the most recent requirements of the Hong Kong market and the state of environmental, social and governance issues in the Group, making use of an independent consultancy and management reports where appropriate, to enable sustainable growth by enhancing the sustainability of the Group’s economic, environmental, human, technological and social capital in the long term, and to enable the effective management of the Group’s sustainability risks.