Corporate Governance

Our Company established a remuneration committee on 14 May 2010 with written terms of reference in compliance with the code provisions of the Code of Corporate Governance Practices set out in Appendix 14 to the Listing Rules. The functions of this committee include the formulation and the recommendation to the Board on our Company's policy and structures for all remuneration of our Directors and senior management of our Company, the establishment of a formal and transparent procedure for developing policy on remuneration, the determination of specific remuneration packages of all executive Directors and senior management in the manner specified in the terms of reference, the recommendation to the Board of the remuneration of non-executive Directors, review and approval of performance-based remuneration, and review and recommendation to our Shareholders as to the fairness and reasonableness of the terms of any Director's service agreement which is subject to the prior approval of our Shareholders in general meeting pursuant to the Listing Rules. The remuneration committee comprises Dr. Tao Zhigang, Mr. Wong Luen Hei, Mr. Zuo Manlun, Ms. Lu Jiandong and Dr. Hong Ruijiang. Dr. Tao Zhigang is the chairman of the remuneration committee.

Our Company established a nomination committee on 14 May 2010. The primary functions of the nomination committee are to make recommendations to the Board regarding candidates to fill vacancies on the Board. The nomination committee comprises Mr. Wong Luen Hei, Mr. Zuo Manlun, Dr. Tao Zhigang, Ms. Lu Jiandong, Dr. Hong Ruijiang and Ms. Lee Vanessa. Ms. Lu Jiandong is the chairlady of the nomination committee.