The Board has delegated authority to its committees to deal with certain matters with a view to operating effectively, and giving appropriate attention and consideration to these matters. Each Committee plays a pivotal role in ensuring that high standards of corporate governance are maintained throughout HKEX.
- The Committees are constituted with appropriate written terms of reference that are reviewed and updated regularly by the Board to ensure that they continue to be appropriate and at the forefront of best practice.
- The Committees are all chaired by an INED and comprise a majority of INEDs, except the Risk Management Committee (statutory) whose composition is governed by Section 65 of the SFO. Committee membership is reviewed annually by the Board. The chairman of each Committee fulfills an important leadership role similar to that of the Board Chairman, particularly in creating the conditions for overall effectiveness of the Committee and individual member.
- The Committees hold meetings regularly with additional meetings if and when required. The process of every Committee follows the Board process, and all Committees are provided with sufficient resources to perform their functions properly. They are supplied with relevant and timely information from the management to enable members to discharge their responsibilities. The Committees are also authorised to engage external advisers for independent professional advice as they consider necessary in the furtherance of their duties at HKEX’s expense.
- The Board receives the minutes of meetings and/or reports from the chairman of each Committee on a regular basis, including their decisions and recommendations.