BOARD COMMITTEES

The Board has established four Board committees, namely, the audit committee (the “Audit Committee”), the remuneration committee (the “Remuneration Committee”), the nomination committee (the “Nomination Committee”) and the sanction oversight committee (the “Sanction Oversight Committee”) to oversee the various aspects of the Company’s affairs. The four Board committees are provided with sufficient resources to discharge their duties.

Audit Committee

The Audit Committee was established on 18 February 2013 with written terms of reference in compliance with the CG Code. The primary duties of the Audit Committee are to review and approve our Group’s financial reporting process, risk management and internal control system. The members of the Audit Committee are Mr. Leung Lin Cheong, Mr. Tong Hin Wor and Mr. Xin Junhe, and Mr. Leung Lin Cheong is the chairman of the Audit Committee.

Remuneration Committee

The Remuneration Committee was established on 18 February 2013 with written terms of reference in compliance with the CG Code. The primary duties of the Remuneration Committee are to review and determine the policy and the terms of remuneration packages, bonuses and other compensation payable to the Directors and senior management of the Group, to assess performance of executive directors and approve the terms of their service contracts. The members of the Remuneration Committee are Mr. Xin Junhe, Mr. Tong Hin Wor, Mr. Leung Lin Cheong, Mr. Wang Jinlong and Mr. Lee Tommy, and Mr. Xin Junhe is the chairman of the Remuneration Committee.

Nomination Committee

The Nomination Committee was established on 18 February 2013 with written terms of reference in compliance with the CG Code. The primary duties of the Nomination Committee are to make recommendations to the Board on the appointment of Directors and the management of the Board succession. The members of the Nomination Committee are Mr. Wang Jinlong, Mr. Lee Tommy, Mr. Xin Junhe, Mr. Tong Hin Wor and Mr. Leung Lin Cheong, and Mr. Wang Jinlong is the chairman of the Nomination Committee.

Sanction Oversight Committee

The Sanction Oversight Committee was established on 1 November 2012 with written terms of reference in compliance with the CG Code. The primary duties of the Sanction Oversight Committee are to assess sanctions risk that the Group may face and to determine whether the Group should embark on business opportunities with any sanctioned countries. The members of the Sanction Oversight Committee are Mr. Leung Lin Cheong, Mr. Wang Jinlong and Mr. Xin Junhe, Mr. Leung Lin Cheong is the chairman of the Sanction Oversight Committee.

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