Corporate Governance

Directors

ASMC's Board of Directors shall consist of 9 Directors, three of whom are independent non-executive Directors.

The Directors are elected at the shareholders' meeting for a term of three years, renewable upon re-election and re-appointment. An independent Director cannot concurrently hold the position of a Supervisor, manager or financial controller. The functions and duties conferred on the Board of Directors include convening shareholders' meetings and reporting its work to the shareholders' meetings, implementing the resolutions of the shareholders' meetings, determining the business plans and investment plans, formulating final accounts, formulating the proposals for dividend and bonus distributions and for the increase or reduction of share capital as well as exercising other powers, functions and duties as conferred by the company's articles of associations.

Name

Position

HONG Feng

Executive Director

ZHU Jian

Non-executive Director, Chairman

David Damian FRENCH

Non-executive Director, Vice-Chairman

SHEN Qing

Non-executive Director, Vice-Chairman

KANG Hui

Non-executive Director

LU Ning

Non-executive Director

   

CHEN Enhua

Independent Non-executive Director

JIANG Qingtang

Independent Non-executive Director

PU Hanhu

Independent Non-executive Director


 

Supervisory Committee

Name

Position

SUN Biyuan

Supervisor

ZHOU Chengjie

Supervisor

CHEN Yan

Supervisor

DAI Kun

Supervisor

QIN Shihui

Supervisor

HE Yaojun

Supervisor

MIAO Kang

Supervisor

 

Senior Management

Name

Position

HONG Feng

CEO

ZHOU Weiping

Vice President

LUO Wenjing

Vice President

XIAO Weiming

Company Secretary, Investor Relations Director

 

Audit and Risk Management Committee

ASMC established an audit committee on 28 May 2004 with written terms of reference, which was renamed as "Audit and Risk Management Committee" on 30 May 2016. The primary duties of the Audit and Risk Management Committee are to review and supervise the financial reporting process and internal control system, nominate and monitor external auditors and provide advice and comments to the Board of Directors.

The Audit and Risk Management Committee of the Company's fifth session of Board of Directors consists of three members. Dr. CHEN Enhua (who is the independent non-executive Director and possesses appropriate accounting or related financial management expertise for the purpose of Rule 3.10(2) of the Hong Kong Listing Rules) is chairman of the Audit and Risk Management Committee and the other members are Dr. JIANG Qingtang and Ms. SHEN Qing.
Terms of Reference

Remuneration Committee
ASMC established a remuneration committee on 28 May 2004 with written terms of reference. The primary functions of the Remuneration Committee include determining the policies in relation to human resources management, reviewing the remuneration policies, determining the remuneration packages of the Directors, Supervisors, senior executives and managers, recommending and establishing annual and long-term performance criteria and targets as well as reviewing and supervising the implementation of all executive remuneration packages and employee benefits plans.
The Remuneration Committee of the Company's fifth session of the Board of Directors consists of two non-executive Directors with one independent non-executive Director. Mr. PU Hanhu is chairman of the Remuneration Committee and the other member is Mr. KANNG Hui.
Terms of Reference

Nomination Committee
ASMC established a nomination committee on 18 August 2010 with written terms of reference. The primary duties of the Nomination Committee are to study the selection criteria and procedure for the nomination of Directors and Senior Management and making proposals to the Board, establish proper succession plan for Directors and Senior Management and regularly review the plan to meet the need of the Company, and evaluate the candidates for Directors and Senior Management and make proposals to the Board.
The Nomination Committee of the Company's fifth session of Board of Directors consists of four members. Mr. ZHU Jian is chairman of the Nomination Committee and the other members are Mr. David Damian FRENCH, Dr. CHEN Enhua and Mr. PU Hanhu.
Terms of Reference 

Strategic Development Committee
ASMC established a strategic development committee on 18 August 2010 with written terms of reference. The primary duties of the Strategic Development Committee are to study and review the Company's proposals on major projects such as investment, capital deployment, operation of assets and financing plans and providing opinions thereon which shall be approved by the Board regulated by the “Articles of Association of the Company, investigate and study out and review the Company's long-term development strategy, and provide proposals on major issues that will affect the Company's development.
The Strategic Development Committee of the Company's fifth session of Board consists of five members. Mr. Lu Ning is Chairman of the Strategic Development Committee and the other members are Mr. David Damian FRENCH, Mr. KANG Hui, Ms. SHEN Qing and Dr. JIANG Qingtang.
Terms of Reference

 

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