Audit Committee

The Company established an audit committee on 16 December 2003 with written terms of reference in compliance with the requirements as set out in the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited ("GEM Listing Rules"). The primary duties of the audit committee are to review the Group's annual report and accounts, half-year report and quarterly reports and to provide related advice and comments to the Board. The audit committee is also responsible for reviewing and supervising the financial reporting process and internal control system of the Group. The audit committee comprises three independent non-executive directors, namely, Mr. Chow Siu Lui, Mr. CHAN Ka Leong and Ms. YUEN Kit Ming Fanny.

Nomination Committee

The nomination committee was established on 24 June 2005 with written terms of reference in compliance with the requirements as set out in the GEM Listing Rules. The nomination committee is responsible for formulating nomination policy, and making recommendations to the Board on nomination and appointment of directors and Board succession. The committee will also develop selection procedures for nomination of candidates, review the size, structure and composition of the Board, as well as assess the independence of independent non-executive directors. The committee is provided with sufficient resources enabling it to discharge its duties. The nomination committee comprises one executive director, Mr. SUN Ho, and three independent non-executive directors, namely, Mr. Chow Siu Lui, Mr. CHAN Ka Leong and Ms. YUEN Kit Ming Fanny.

Remuneration Committee

The remuneration committee was established on 24 June 2005 with written terms of reference in compliance with the requirements as set out in the GEM Listing Rules. The remuneration committee is responsible for formulating and recommending to the Board the remuneration policy, determining the remuneration of executive directors and members of senior management of the Group, as well as reviewing and making recommendations on the Company's share option scheme, bonus structure, provident fund and other compensation-related issues. The committee consults with the chairman/chief executive officer on its proposal and recommendations, and also has access to professional advice if deemed necessary by the committee. The committee is also provided with other resources enabling it to discharge its duties. The remuneration committee comprises three independent non-executive directors, namely, Mr. Chow Siu Lui, Mr. CHAN Ka Leong and Ms. YUEN Kit Ming Fanny.

Corporate Governance Committee

The corporate governance committee was established on 23 March 2012 with written terms of reference. The corporate governance committee is to assist the Board in performing the corporate governance duties as required under the Corporate Governance Code as set out in Appendix C1 of the GEM listing Rules. The committee is also provided with sufficient resources enabling it to perform its duties. The corporate governance committee comprises the Chairman, Mr. SUN Ho, and the Company Secretary, Ms. Lee Wai Yan Vivian.

Risk Management and Internal Control Committee

Risk management (“RM”) and internal control (“IC”) committee (“RMICC”) was established on 1 January 2016 with written terms of reference. The RMICC is responsible for implementation of the RM and IC systems and reviewing of all relevant financial, operational, compliance controls, the adequacy of resources, staff qualifications and experience, training programmes and budget of the Group’s accounting, internal audit and financial reporting functions as well as those relating to the Company’s ESG performance and reporting. The RMICC comprises at least three members as follows: the chief executive officer of the Company (currently being Mr. SUN Ho); the chief financial officer/head of accounting department of the Group (currently being Ms. HU Taoye), and/or the company secretary of the Company (currently being Ms. LEE Wai Yan Vivian); and the internal audit senior manager of the Group from time to time.

Procedures for Eligible Shareholders to Propose a Person for Election as Director of the Company

Constitutional Document