Hong Kong Ferry (Holdings) Company Limited

Annual Report 2013

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Corporate Governance Report (Continued)

BOARD COMMITTEES (Continued)

Audit Committee (Continued)

The major duties and responsibilities of the Audit Committee of the Company is primarily responsible for review of the annual and interim results and oversight of the Company's financial reporting principles and practices; to recommend the appointment and re-appointment or removal of the external auditor, to determine their independence and objectivity as well as to review the scope of audit and the reporting obligation of the external auditor. The Audit Committee oversees internal control system of the Group including the adequacy of resources, staff qualifications, experience, programmes and budget of the accounting and reporting function of the Group. The Audit Committee also oversees the risk management of the Group and

discusses with the external auditor on financial reporting and compliance. The external auditor is invited to attend the meetings of Audit Committee to present their reports

and reviews for the interim and final results of the Group.

The Audit Committee has been delegated the corporate governance functions by the Board to review and monitor the corporate compliance within the Group.

During the year, two audit committee meetings were held. During the meetings, the Audit Committee members reviewed the annual results and its corresponding accounts for the year 2013, the Annual Internal Audit Report for 2013, Continuing Connected Transactions, the Report on Training Budget for Accounting Staff 2013, the interim results and its corresponding accounts for the six months ended 30 June 2013, the Interim Review of Audit Assignments for 2013 and the works of the Company's internal audit department and

assessed the effectiveness of the Company's systems of risk management and internal control. The Audit Committee performed the corporate governance duties by reviewing the compliance with the Code and disclosure requirements

as set out in this Corporate Governance Report.

As a recommended best practice under the Code, the Company has adopted a whistle blowing policy. The policy

aims at encouraging and enabling employees of the Group at all levels and others to report violations or suspected

violations and to raise serious concerns about possible

improprieties in matters of financial reporting or other

matters of the Group.

Remuneration Committee

The Remuneration Committee of the Company has been

established with written terms of reference setting out

duties, responsibilities and authorities delegated to them by the Board. The Remuneration Committee comprises four Independent Non-executive Directors, namely, Mr. Wu King Cheong (Chairman of the Remuneration Committee), Mr. Ho Hau Chong, Norman, Mr. Leung Hay Man and Ms. Wong Yu

Pok, Marina and two Executive Directors namely Mr. Lam Ko

Yin, Colin and Mr. Li Ning.

The terms of reference of the Remuneration Committee setting out its authority, duties and responsibilities are available on the websites of the Company (www.hkf.com)

and the Stock Exchange (www.hkexnews.hk) respectively.

The Remuneration Committee has adopted the operation

model where it performs to make recommendations to the Board on the Company's policy and structure for all Directors' and senior management's remuneration and on the establishment of a formal and transparent procedure for

developing remuneration policy.

The Remuneration Committee is responsible for reviewing the policy and structure for the remuneration of all Directors and senior management of the Company, assessing performance of executive directors and establishment of a formal and transparent procedure for developing policy on

such remuneration.

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