Corporate Governance

We have established the following committees in our board of directors (“Board”), of which the operation is in accordance with terms of reference established by our Board:

The primary duties of the audit committee are to, among other things, review and approve our group’s financial reporting process and internal control and risk management system, oversee our audit process and perform other duties and responsibilities as assigned by our board of directors. The audit committee consists of three independent non-executive directors, namely Mr. Chan Cheuk Ho, Mr. Wu Sai Him and Ms. Zhang Shaomin. Mr. Chan Cheuk Ho is the chairman of the audit committee.

The primary duties of the remuneration committee are to, among other things, formulate our remuneration policy, review and determine the terms of remuneration packages of our directors and senior management and review and approve performance-based remuneration with reference to our corporate goals and objectives resolved by our board of directors from time to time. The remuneration committee consists of three independent non-executive directors, namely Mr. Chan Cheuk Ho, Mr. Wu Sai Him and Ms. Zhang Shaomin. Mr. Wu Sai Him is the chairman of the remuneration committee.

The primary duties of the nomination committee are to, among other things, formulate our nomination policy and make recommendations to any proposed changes to our board of directors. The nomination committee consists of One Executive Director namely Mr. Hon Chi Ming and three independent non-executive directors, namely Mr. Chan Cheuk Ho, Mr. Wu Sai Him and Ms. Zhang Shaomin. Mr. Hon Chi Ming is the chairman of the e nomination committee.

The primary duties of the compliance committee are to, among other things, conduct on-going assessments in response to new legal and regulatory requirements, update compliance and internal control procedures and oversee their implementation from time to time. The compliance committee comprises Mr. Huang Zhanxiong (our executive director), Mr. Wang Jun (our executive directors and chief financial officer) and Mr. Li Yanan (our PRC legal consultant). Ms. Mr. Li Yanan is the chairlady of the compliance committe.