Corporate Governance
Corporate Governance Report
Minth Group' s motto is “Continuous improvement for perfection”. Since its inception, the Group has been focusing on the development of products and technical innovation. All employees are responsible and committed to their areas of expertise, and the management team strives to gain valuable experience that enables them to boost efficiency.
Since its listing on the Hong Kong Stock Exchange on 1 December 2005, Minth Group has committed to maintain and ensure a high level of corporate governance standards and to constantly develop its internal control. The Group's Investor Relations Department has been dedicated to effective communication with both Hong Kong and international investors through analysts' briefings, roadshows, reception of routine visits by the investors and analysts as well as corporate website. This ensures that investors are able to receive timely and accurate information about the latest developments of the company, thus helps to enhance the management transparency. The Corporate Governance Practices Rules of the Group include all the code provisions set out in the Code on Corporate Governance Practices (“Corporate Governance Code”) contained in Appendix 14 of the Listing Rules as well as a majority of advice on common rules.
The Board Summary & Members
To date, the Board of Directors comprises of Ms. Wei Ching Lien, Mr. Ye Guo Qiang and Ms. Zhang Yuxia, being executive Directors; Ms. Chin Chien Ya, being non-executive Director; and Dr. Wang Ching, Mr. Mok Kwai Pui Bill, Mr. Tatsunobu Sako and Professor Meng Li Qiu, being independent non-executive Directors (“INEDs”).
The INEDs are considered by the Board to be independent of the management and free of any relationship that could materially interfere with the exercise of their independent judgments. The Board considers that each of the INEDs brings his own relevant expertise to the Board and its deliberations.
None of the INEDs have any business or financial interests with the Group nor do they have any relationship with other Directors. Each one has confirmed their independence to the Group.
The Board meets regularly during the year and on an ad hoc basis as required by business needs. The Board’s primary purpose is to set and review the overall strategic development of the Group and to oversee the achievement of the plans to enhance Shareholders’ value. Daily operational decisions are delegated to the Executive Directors.
Each of the Directors is up for re-election in the forthcoming annual general meeting.
The company appoints the non-executive Directors by the Board’s appointment during the year. The term of appointment shall be expired up to the forthcoming annual general meeting and can be offered for re-election in the annual general meeting.
List?of?Directors?and?Their?Role?and?Function
Audit Committee
The members of the Audit Committee:
Mr. Mok Kwai Pui Bill (Chairperson)
Mr. Tatsunobu Sako
Professor Meng Li Qiu
Mr. Chan Pak Hung
Mr. Hu Ting Wu
The members of the Remuneration Committee:
Mr. Mok Kwai Pui Bill (Chairperson)
Mr. Tatsunobu Sako
Professor Meng Li Qiu
Mr. Chan Pak Hung
Mr. Hu Ting Wu
The members of the Nomination Committee:
Mr. Chan Pak Hung (Chairperson)
Mr. Mok Kwai Pui Bill
Mr. Tatsunobu Sako
Professor Meng Li Qiu
Mr. Hu Ting Wu
The members of the Sustainability Committee:
Ms. Wei Ching Lien (Chairperson)
Mr. Ye Guo Qiang
Ms. Zhang Yuxia
Mr. William Chin
Ms. Chin Chien Ya
Mr. Mok Kwai Pui Bill
Mr. Tatsunobu Sako
Professor Meng Li Qiu
Mr. Chan Pak Hung
Mr. Hu Ting Wu
Others
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Looking Forward
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Model Code for Securities Transactions by Directors of Listed Issuers
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Directors’ and Auditors’ Responsibilities for Accounts
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Compliance with the Code on Corporate Governance Practices of the Listing Rules
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Auditors’ Remuneration
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Transparency and Communication