Our Board of Directors currently consists of ten Directors,
three of whom are Independent Non-executive Directors. Our Directors
are elected at a meeting of the shareholders of our Company
for a term of three years, renewable upon re-election and re-appointment.
The functions and powers of our Board of Directors include,
among other things:
(a) convening Shareholders' meetings and reporting its work
to Shareholders at these
meetings;
(b) implementing Shareholders' resolutions;
(c) determining our business plans and investment proposals;
(d) formulating our annual financial budget and report;
(e) formulating our profit distribution plans and loss recovery
plans;
(f) formulating proposals for the increase or decrease in our
registered capital and the
issuance of debentures;
(g) formulating our major acquisitions and disposal plans, and
our plans for merger,
division or dissolution;
(h) determining our internal management structure;
(i) appointing or removing our vice presidents and other senior
officers based on the
recommendation of our president;
(j) formulating our basic management system;
(k) formulating proposals for any amendments to our articles
of association;
(l) exercising any other powers conferred by Shareholders by
action at Shareholders'
meetings or under our articles of association.
Except for items (f), (g) and (k) above, which require the
affirmative vote of more than two-thirds of our Directors,
resolutions on any of the remaining items may be approved
by the affirmative vote of a majority of our Directors.
In addition to board approval, the adoption of profit distribution
plans and loss recovery plans, changes in our registered capital,
the issuance of debentures, amendments of our articles of
association and major corporate transactions, such as acquisitions,
disposals, mergers, divisions or dissolutions, are required
to be approved by our Shareholders.
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京ICP证 030872号 
