Page 107 - Hang Lung Properties 2012 Annual Report

2. ໨ԫڗ ʿ໨ԫᐼ຾ଣ
໨ԫ ڗʿ໨ԫᐼ຾ଣٙப΂૶ูਜʱd˸
ᆽڭᛆɢձબᛆʱбѩፅf
໨ԫڗ
໨ԫ ڗ௓઼֚΋͛މ໨ԫ҅ʘჯኬɛf־
ࠋபᆽ הڭϞ໨ԫѩ̙ቇࣛᐏ੻̂ʱe๟
ᆽ૶౸ʿҁ௪̙ቦʘ༟ࣘd˸ʿ̙ఱՉί
໨ԫ҅ึᙄה౤̈ʘԫධᐏ૶ูʘ༆ᙑf
־͵ᆽڭj
• ໨ԫ҅Ϟࣖή༶ЪʿᄵБப΂i
• ໨ԫ҅ʿࣛఱהϞࠠ ࠅʿቇ຅ԫධආ
Бীሞi
• ʮ̡ ܔ ͭԄλʘΆุ၍੬ط ஝ձ೻
ҏiʿ
• ʮ̡મ՟ቇ຅Ӊ᜷ၾٰ؇Ϟࣖή๖
ஷdϾٰ؇ʘจԈ̙ෂ༺Ց዆ ࡈ ໨
ԫ҅f
໨ԫ௰ڗˇӊϋၾ ڢੂБ໨ԫ€ܼ̍ዹͭڢ
ੂБ໨ԫึࠦɓϣdੂБ໨ԫʔึΐࢩf
໨ԫ ڗ˴ࠋࠅ பᔾ֛Ԩҭ ࡘӊϣ໨ԫ҅ึ
ᙄᙄ೻dԨίቇ຅ઋرɨϽᅇҪՉ˼໨ԫ
౤̈ʘ΂Оԫ֝ΐɝᙄ೻f־͵̙ҪϤධ
ப΂ʹ͟ʮ̡।ࣣੂБf
໨ԫ ڗོᎸהϞ໨ԫጐ฽ή މ໨ԫ҅ʘԫ
ਕЪ্̈ᘠdԨ˸ԒЪۆdᆽ ڭ໨ԫ҅ʘ
БԫୌΥ͉ʮ̡ʘ௰Գлूf־͵ོᎸܵ
ʔΝจԈٙ໨ԫѩ ༺ڌ Չ͉Ԓᗫ ءٙԫ
֝dഗʚ໨ԫ҅̂ԑࣛගীሞவԬԫ֝d
ฐࠠϽᅇԨЪ̈Ӕ֛f
໨ԫ ڗ͵౤ࡇʮකeጐ฽ীሞٙ˖ʷd ڮ
ආ໨ԫ€तй݊ڢੂБ໨ԫ࿁໨ԫ҅Ъ̈
Ϟࣖʘ্ᘠdԨᆽڭੂБ໨ԫၾ ڢੂБ໨
ԫڭܵϞܔண׌ʘᗫڷf
2. Chairman and Managing Director
There is a clear division of responsibilities between the Chairman and
the Managing Director to ensure a balance of power and authority.
Chairman
The Chairman, Mr Ronnie C. Chan, provides leadership for the Board.
He is responsible for ensuring that all Directors receive, in a timely
manner, adequate information which must be accurate, clear, complete
and reliable and that Directors are properly briefed on issues arising at
Board Meetings. He also ensures that:
• the Board works effectively and discharges its responsibilities;
• all key and appropriate issues are discussed by the Board in a
timely manner;
• good corporate governance practices and procedures are
established; and
• appropriate steps are taken to provide effective communication
with shareholders and that their views are communicated to the
Board as a whole.
He, at least annually, holds meetings with the Non-Executive Directors
(including Independent Non-Executive Directors) without the Executive
Directors being present.
He is primarily responsible for drawing up and approving the agenda for
each Board Meeting. He takes into account, where appropriate, any
matters proposed by the other Directors for inclusion in the agenda, or
delegates such responsibility to the Company Secretary.
He encourages all Directors to make an active contribution to the
Board’s affairs and takes the lead to ensure that the Board acts in the
best interests of the Company. He encourages Directors with different
views to voice their concerns, allows sufficient time for discussion on
issues for the Board to deliberate and reach decisions.
He promotes a culture of openness and debate by facilitating the
effective contributions of Non-Executive Directors in particular and
ensures constructive relations between Executive Directors and Non-
Executive Directors.
107