REPORT OF THE DIRECTORS (CONTINUED)
DIRECTORS
The directors of the Company during the year ended 31 December 2016 and up to the date of this report were:
Executive Directors
Dr. Lam Ko Yin, Colin (Chairman of the Board)
Mr. Li Ning
Non-executive Directors
Mr. Au Siu Kee, Alexander
Mr. Lau Yum Chuen, Eddie
Dr. the Hon. Lee Shau Kee
Mr. Wong Man Kong, Peter
Independent Non-executive Directors
Mr. Ho Hau Chong, Norman
Mr. Leung Hay Man
Ms. Wong Yu Pok, Marina
Mr. Wu King Cheong
A list of the names of the Directors of the Group's subsidiaries is available on the website of the Company (www.hkf.com).
In accordance with Article 103(A) of articles of association of the Company (the "Articles of Association") and Corporate Governance Code (the "Code") as set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"), Mr. Lau Yum Chuen, Eddie, Mr. Wong Man Kong, Peter, Mr. Leung Hay Man and Ms. Wong Yu Pok, Marina shall retire by rotation at the 2017 annual general meeting, and, being eligible, offer themselves for re-election. Ms. Wong Yu Pok, Marina, an Independent Non- executive Director, has served the Company for more than nine years. Pursuant to the Code, her re-election shall be subject to a separate resolution to be approved by the shareholders at the 2017 annual general meeting.
The Company has received from each Independent Non- executive Director an annual confirmation of his/her independence pursuant to Rule 3.13 of the Listing Rules and the Company considered all of them to be independent.
BIOGRAPHICAL DETAILS OF DIRECTORS
AND SENIOR MANAGEMENT
Biographical details of Directors and Senior Management are set out on pages 3 to 8 of this Annual Report.
DIRECTORS' AND CHIEF EXECUTIVE'S EMOLUMENTS
Details of Directors' and Chief Executive's emoluments are set
out in note 8 to the financial statements.
DIRECTORS' INTERESTS IN
TRANSACTIONS, ARRANGEMENTS OR CONTRACTS
Except for the "Connected Transactions" as disclosed in this report, no other transaction, arrangement or contract of significance to which the Company, or any of its holding company, subsidiaries or fellow subsidiaries was a party, and in which a director of the Company had a material interest, subsisted at the end of the year or at any time during the year.
DIRECTORS' SERVICE CONTRACTS
None of the directors proposed for re-election at the 2017 annual general meeting has service contract with the Company which is not determinable by the Company or any of its subsidiaries within one year without payment other than statutory compensation.
PERMITTED INDEMNITY PROVISION
According to the Articles of Association, every Director or other officer of the Company shall be entitled to be indemnified out of the assets of the Company against all losses or liabilities to the fullest extent permitted by the Companies Ordinance, Chapter 622 of the Laws of Hong Kong which he may sustain or incur in or about the execution of the duties of his office or otherwise in relation thereto. The Company has arranged appropriate directors' and officers' liability insurance coverage for the
Directors and officers of the Group.
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Hong Kong Ferry (Holdings) Company Limited Annual Report 2016
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