Annual Report 2022

36 SHOUGANG CENTURY HOLDINGS LIMITED 首佳科技製造有限公司 CORPORATE GOVERNANCE REPORT 企業管治報告 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。雖然其中葉健民先生服務董 事會至今已超過九年，但彼概無參與本集團任 何行政管理工作及葉先生的律師樓及其直系親 屬從未向本集團提供任何服務。彼對本公司業 務之熟悉及資深經驗有助其更好地向本公司提 供獨立意見，並持續表現對彼董事職務的堅定 承擔。 考慮到葉先生過往年度工作之獨立範疇及彼履 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獨立性產生負面影響。 鑑於上述因素，董事會認為，葉先生長期任職 不會影響彼之獨立判斷及滿意彼具備可繼續履 行獨立非執行董事之角色所需之品格、誠信和 經驗。董事會並認為儘管彼已於董事會就任多 年，仍能保持其獨立性，並將繼續為董事會提 供寶貴的業務經驗、知識及專業，以有效提升 其運作效率及多元化。本公司因此認為所有獨 立非執行董事（包括葉先生）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 Mr. Yip Kin Man, Raymond has been serving the Board for more than nine years, he has not engaged in any executive management of the Group, and Mr. Yip’s solicitors firm and his immediate family members have never provided any service to the Group. His familiarity and extensive experience with the Company’s business may place him in a better position to contribute independent views to the Company, and continue to demonstrate a firm commitment to his role. Taking into consideration of Mr. Yip’s independent scope of works and his high integrity when performing duties as an independent non-executive Director over the past years, there is no evidence that length of tenure is having an adverse impact on his independence. In view of the aforesaid factors, the Board consider that the long service of Mr. Yip would not affect his exercise of independent judgement and were satisfied that he has the required character, integrity and experience to continue fulfilling the role of an independent non-executive Director. The Board also consider that Mr. Yip demonstrate complete independence in character and will continue to bring valuable business experience, knowledge and professionalism to the Board for its efficient and effective functioning and diversity, notwithstanding his length of service. The Company therefore considers all of independent non-executive Directors (including Mr. Yip) 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 circular. 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.