Annual Report 2018

117 年報 ANNUAL REPORT 2018 董事會報告書 REPORT OF THE DIRECTORS DIRECTORS’ RIGHTS TO ACQUIRE SHARES AND DEBENTURES Apart from information disclosed under the heading “ DIRECTORS’ INTERESTS AND SHORT POSITIONS IN SHARES, DEBENTURES OR UNDERLYING SHARES UNDER THE SFO ” and i n no t e 34 t o t he f i nanc i a l statements, at no time during the year was the Company or any of its subsidiaries a party to any arrangement to enable the Directors or their respective spouse or children under 18 years of age to acquire benefits by means of the acquisition of Shares in or debentures of the Company or any other body corporate. INDEPENDENT NON-EXECUTIVE DIRECTORS The Company has received, from each of the independent non-executive Directors, an annual confirmation of his independence pursuant to Rule 3.13 of the Listing Rules. The Company considers all of the independent non- executive Directors are independent. Messrs. Yip Kin Man, Raymond and Law, Yui Lun have served the Board for more than nine years. Messrs. Yip and Law have not engaged in any executive management of the Group and Mr. Yip’s solicitors firm and Mr. Law, when he was Certified Public Accountant (Practising), and their respective family members have never provided any service to the Group. They believe their familiarity and extensive experience with the Company’s business may place them in a better position to contribute independent views to the Company and continue to demonstrate a firm commitment to their role. Taking into consideration of their independent scope of works and their high integrity when performing duties as independent non-executive Directors over the past years, there is no evidence that length of tenure is having an adverse impact on their independence. 董事購買股份及債權證之權利 除於以下「 根據證券及期貨條例董事於股份、 債權證或相關股份之權益及淡倉 」標題內及財 務報告附註 34 所披露的資料以外，於本年度 內任何時間，本公司或其任何附屬公司概無參 與訂立任何安排，致使董事或彼等各自之配偶 或十八歲以下之子女可藉購買本公司或其他法 定團體之股份或債權證而獲得利益。 獨立非執行董事 按照上市規則第 3.13 條規定，本公司已收到 每名獨立非執行董事確認其獨立性的年度確認 書。本公司認為所有獨立非執行董事確屬有其 獨立性。 葉健民先生及羅裔麟先生服務董事會至今已超 過九年，彼等並無參與本集團任何行政管理工 作及葉先生的律師樓及羅先生（於其會計師事 務所時）及其各自直系親屬從未向本集團提供 任何服務。彼等對本公司業務之熟悉及資深經 驗有助其向本公司提供較佳之獨立意見和對彼 等董事職務持續表現堅定的承擔。考慮到彼等 過往年度工作之獨立範疇及彼等履行獨立非執 行董事職責的高度正直，並無任何證據顯示服 務年資對彼等獨立性產生負面影響。