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(b) four independent members with full voting rights,
co-opted by the Board; and
(c) the Chief Executive ex officio.
(para. 6.72)
at least one general clearing member, one independent clearing member, one non-clearing member and one floor member should serve on the Board. (para. 6.73)
the Nominating Committee should comprise one independent member of the Board, two full or market members not on the Board, and one independent. One of the independents should chair. (para. 6.75)
the Chairman of the Board of the HKFE should be elected by the Board from among its members to serve for one year. His term of office should be renewable twice. There should be two vice-chairmen elected by the Board, one of whom should be an independent member of the Board unless the chairman is himself an independent member. (para. 6.76)
voting in Board elections should be on the basis of one-share-one-vote. Elections should be in person, with no proxies, by secret ballot and subject to vetting by independent scrutineers. (para. 6.77)
the first four independent members of the Board, the first Nominating Committee and the first scrutineers should be appointed by the Governor; and the new Securities Commission (SC) should ensure that the Board satisfies the conditions to be laid down in the Articles that it is broadly based and representative; that the independent members are genuinely independent; and that the Chairman is a fit and proper person to hold office. (para. 6.77)
the Articles and Rules of the Exchange should be amended to vest appropriate powers in a chief executive officer and that the SC must be satisfied that the Chief Executive is a fit and proper person to hold office and that his terms of appointment give him appropriate authority and independence. (para. 6.81)
within the next year the OCS/new SC should conduct an audit of the management and departmental structure and financial position and controls at the HKSE. (para. 6.82)
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