Annual Report 2018

56 SHOUGANG CONCORD CENTURY HOLDINGS LIMITED 首長寶佳集團有限公司 企業管治報告 CORPORATE GOVERNANCE REPORT 根據上市規則第 3.13 條之規定，本公司已收悉 每名獨立非執行董事及其直系親屬有關其獨立 性之年度確認書。雖然其中兩位獨立非執行董 事，葉健民先生及羅裔麟先生服務董事會至今 已超過九年，但彼等概無參與本集團任何行政 管理工作及葉先生的律師樓和羅先生（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。本公司因此認為所有獨立非執行董事（包 括葉先生及羅先生）於本年度回顧，均為獨立 人士。再者，所有董事（包括獨立非執行董事） 須至少每三年一次在本公司股東周年大會上重 選，及董事會認為各獨立非執行董事乃屬於獨 立人士的原因，已列載於有關通函內。除以上 外，就董事所知，各董事會成員之間概無任何 財務、業務、家族或其他重大╱相關關係。 The Company has received from each of the independent non-executive Directors an annual confirmation of his and immediate family members’ independence pursuant to Rule 3.13 of the Listing Rules. Although two of the independent non-executive Directors, Messrs. Yip Kin Man, Raymond and Law, Yui Lun have been serving the Board for more than nine years, they 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. 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. The Company therefore considers all of independent non-executive Directors (including Messrs. Yip and Law) are independent throughout the year under review. Furthermore, all Directors, including independent non-executive Directors, should be re-elected at least once every three years at the annual general meeting of the Company and the reasons the Board believes that the individual to be independent are set out in the relevant circulars. In addition to the above, to the best knowledge of the Directors, there is no financial, business, family or other material/relevant relationship among members of the Board.