Annual Report 2019
Corporate Governance Report 34 CHINA MERCHANTS PORT HOLDINGS COMPANY LIMITED During the year, the Directors participated in the following trainings: Name of Director Type of training Fu Gangfeng A,B,C** Deng Renjie ** Su Jian A,B,C Xiong Xianliang A,B,C Bai Jingtao A,B,C Ge Lefu A,B,C* Wang Zhixian A,B,C Zheng Shaoping A,B,C Kut Ying Hay A,C Lee Yip Wah Peter A,C Li Kwok Heem John A,C* Li Ka Fai David A,C Bong Shu Ying Francis A,C A: attended seminars an/or conferences and/or forums B: gave talks at seminars and/or conferences and/or forums C: read journals and updates relating to the economy, general business or director’s duties and responsibilities etc. * Mr. Ge Lefu was appointed as Executive Director of the Company on 5 June 2019. Besides, Mr. Li Kwok Heem John resigned as Independent Non-executive Director and all Committee Members of the Company on the same day. ** Mr. Fu Gangfeng resigned as Executive Director and Chairman of the Company on 13 February 2020. Besides, Mr. Deng Renjie was appointed as Executive Director and Chairman of the Company on the same day. DIRECTORS’ SECURITIES TRANSACTIONS The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the “ Model Code ”) set out in Appendix 10 to the Listing Rules as the code of conduct regarding securities transactions by the Directors. Having made specific enquiry of all Directors, each Director confirmed that he/she has complied with the required standard set out in the Model Code during the year. CHAIRMAN AND MANAGING DIRECTOR The Chairman of the Board is responsible for the leadership and effective running of the Board and the Managing Director is delegated with the authorities to manage the business of the Group in all aspects effectively. The Chairman of the Board is Mr. Deng Renjie (appointed on 13 February 2020) and the Managing Director of the Company is Mr. Bai Jingtao. Besides, the then Chairman of the Board was Mr. Fu Gangfeng who resigned on 13 February 2020. APPOINTMENT AND RE-ELECTION OF DIRECTORS According to Article 89 of the Company’s articles of association (the “ Articles of Association ”), at each annual general meeting one-third of the Directors for the time being (or if their number is not a multiple of three, then the number nearest to but not less than one-third) shall retire from office by rotation provided that every Director (including those appointed for a specific term) shall be subject to retirement by rotation at least once every three years. The Company has fixed the term of appointment for Independent Non-executive Directors to a specific term of 3 years. They are also subject to retirement by rotation and re- election at the annual general meeting of the Company in accordance with Article 89 of the Articles of Association. According to Article 95 of the Articles of Association, the Board has the power to appoint any person as a Director either to fill a casual vacancy or as an addition to the Board. In considering the appointment of a Director, the Board will take into account the professional qualifications, experience in relevant industries, management expertise and the potential contribution of such Director to advance the overseas expansion plan of the Company. At a Board meeting held on 5 June 2019, the Board resolved to appoint Mr. Ge Lefu as an Executive Director of the Company. At a Board meeting held on 13 February 2020, the Board resolved to appoint Mr. Deng Renjie as an Executive Director and Chairman of the Company.
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