2017E — Page 34

ORATE GOVERNANCE REPORT ITINUED)

ORS' INDUCTION AND

IOUS PROFESSIONAL

MENT

The Group continuously updates Directors on the latest developments regarding the Listing Rules and other applicable regulatory requirements, to ensure compliance and enhance their awareness of good corporate governance practices.

According to the records maintained by the Company, the Directors received the following training(s) in compliance with the requirement of the Code regarding the training records receiving on continuous professional development for the year

ended 31 December 2017:

Type of trainings relevant to corpora ovèrnance, regulator upd d/or ince,

Ir tax

Counting

isk

Executive Directors

Dr. Lam Ko Yin, Colin (Chairman of the Board) Mr. Li Ning

А, В A, B

A, B A, B

Non-executive Directors

Mr. Au Siu Kee, Alexander

Mr. Lau Yum Chuen, Eddie

Dr. Lee Shau Kee

A, B

Mr. Wong Man Kong, Peter

A, B

Independent Non-executive Directors

Mr. Ho Hau Chong, Norman

A, B

Mr. Leung Hay Man

B

Ms. Wong Yu Pok, Marina

Mr. Wu King Cheong

A: attending seminars and/or presentations B: reading materials

A, B

A, B

DIRECTORS' AND OFFICERS' INSURANCE

The Company has arranged appropriate directors' and officers' liability insurance coverage for the Directors and officers of the Group.

BOARD LOMMITTEES

The Board has established three board committees, namely, the Audit Committee, the Remuneration Committee and the Nomination Committee to oversee particular aspects of the Company's affairs. Each committee has been delegated with certain functions of the Board.

Audit Committee

The Audit 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 Audit Committee comprises four Independent Non-executive Directors, namely, Mr. Ho Hau Chong, Norman (Chairman of the Audit Committee), Mr. Leung Hay Man, Ms. Wong Yu Pok, Marina and Mr. Wu King Cheong.

The terms of reference of the Audit Committee are available on the websites of the Company (www.hkf.com) and HKEX (www.hkexnews.hk) respectively.

The major duties and responsibilities of the Audit Committee are to review of the annual and interim results and oversight of the Company's financial reporting principles and practices and discusses with the external auditor on financial reporting and compliance; to recommend the appointment, 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 the effectiveness of risk management and internal control systems of the Group including the adequacy of resources, staff qualifications, experience, programmes and budget of the accounting and reporting function and internal audit function of the Group. The external auditor was invited to attend the meetings of Audit Committee to present their reports and reviews for the interim and annual 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.

32

Hong Kong Ferry (Holdings) Company Limited Annual Report 2017