Investor Relations
CORPORATE GOVERNANCE
We continually strive to strengthen the role of our Board as a collective decision-making body responsible for defining our fundamental policies, resolving our executive management issues, supervising the execution of our business operations. Our Board consists of five Directors, including two Executive Directors and three Independent Non-Executive Directors.
Executive Directors:
Mr. Choi Pun Lap and Mr. Leung Wai Tai
Independent Non-Executive Directors:
Mr. Lo Cheuk Fei Jeffrey & Mr Cheung Hiu Fung
Audit Committee
We have established an Audit Committee pursuant to a resolution of our Directors passed on 29 January 2018 with written terms of reference in compliance with the Corporate Governance Code and Rule 5.28 as set out in the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited. The primary duties of our Audit Committee are mainly (i) to make recommendations to our Board on the appointment and removal of external auditors; (ii) to review and revise our Group’s financial statements and render advice in respect of financial reporting; (iii) to oversee internal control procedures and corporate governance of our Group; (iv) to supervise internal control systems of our Group. All members of our Audit Committee are appointed by the Board. Our Audit Committee currently consists of 2 of our independent non-executive Directors, namely Mr.Cheuk Fei Jeffrey and Mr Cheung Hiu Fung. Mr. Lo Cheuk Fei Jeffrey is the chairman of our Audit Committee.
Remuneration Committee
We have established a Remuneration Committee pursuant to a resolution of our Directors passed on 29 January 2018 with written terms of reference in compliance with the Corporate Governance Code and Rule 5.34 as set out in the Rules Governing the Listing of Securities on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited. The primary duties of our Remuneration Committee are mainly (i) to review and make recommendations to our Board on the overall remuneration policy and structure relating to all Directors and senior management of our Group; (ii) to review other remuneration-related matters, including benefits-in-kind and other compensation payable to our Directors and senior management; and (iii) to review the performance based remunerations and to establish a formal and transparent procedure for developing policy in relation to remuneration. Our Remuneration Committee currently consists of Mr. Choi Pun Lap, Mr. Leung Wai Tai, Mr. Lo Cheuk Fei Jeffrey and Mr Cheung Hiu Fung. Mr. Cheung Hiu Fung is the chairman of our Remuneration Committee.
Nomination Committee
We have established a Nomination Committee pursuant to a resolution of our Directors passed on 29 January 2018 with written terms of reference in compliance with the Corporate Governance Code. The primary duties of our Nomination Committee are mainly (i) to review the structure, size, composition and diversity of our Board on a regular basis; (ii) to identify individuals suitably qualified to become Board members; (iii) to assess the independence of independent nonexecutive Directors; (iv) to make recommendations to our Board on relevant matters relating to the appointment or re-appointment of Directors; and (v) to make recommendations to our Board regarding the candidates to fill vacancies on our Board. Our Nomination Committee currently consists of Mr. Choi Pun Lap, Mr. Leung Wai Tai, Mr. Lo Cheuk Fei Jeffrey and Mr Cheung Hiu Fung.Mr. Choi Pun Lap is the chairman of our Nomination Committee.
Memorandum and Articles of Association
Procedures for a Shareholder to propose a person for election as a director
Shareholders communication policy
CORPORATE INFORMATION
Executive Directors | Ms. Choi Pun Lap, Mr Leung Wai Tai |
Company Secretary | Mr. Choi Pun Lap |
Head Office
| 35/F, Central Plaza, 18 Harbour Road, Wanchai, Hong Kong |
Registered Office
| Cricket Square Hutchins Drive P.O. Box 2681 Grand Cayman KY1-1111 Cayman Islands |
Independent Auditor | Fan, Chan & Co. Limited |
Hong Kong Branch Share Registrar and Transfer Office | Tricor Investor Services Limited |
17/F, Far East Finance Centre, 16 Harcourt Road,
Hong Kong | |
Principal Bankers | Shanghai Commercial Bank Limited |
The Hongkong and Shanghai Banking Corporation Limited | |
Bank of China ( Hong Kong) Limited | |
Stock Code | The Stock Exchange of Hong Kong : 8367 |
Website | www.simplicityholding.com |