The Board of Directors of HarbinBank currently consists of 10 directors, of which 4 are independent non-executive directors. All 4 meet the independence requirements set out in the Hong Kong Listing Rules and relevant Chinese laws and regulations. Directors are elected by the shareholders' meeting through ordinary resolutions for a term of three years and may be re-elected. According to the Articles of Association, the term of an independent non-executive director shall not exceed six years. The Board of Directors has delegated several responsibilities to specialized committees. Our bank has established the Nomination and Compensation Committee, Risk Management and Related Party Transactions Control Committee, Development Strategy Committee, Audit Committee, and Consumer Rights Protection Committee.
Nomination and Compensation Committee
Main Responsibilities: Review the structure, size, and composition of the Board (including skills, knowledge, and experience) at least once a year, make recommendations regarding any changes to the Board to align with the Bank’s strategy; formulate the qualifications, standards, and selection procedures for directors and senior management; conduct preliminary reviews of the qualifications and conditions of directors and senior management and make recommendations to the Board; assess the independence of independent directors; develop and implement the bank's remuneration policy and structure for all directors and senior management; and review and approve management’s remuneration proposals in line with the company policies and objectives set by the Board.
Risk Management and Related Party Transaction Control Committee
Main Responsibilities: supervise the risk control of senior management in areas such as credit, market, and operations; regularly assess the Bank’s risk status; propose suggestions for improving risk management and internal control; review the Bank’s asset-liability management policies; collect and organize information on related parties; inspect and supervise related party transaction controls and ensure that directors, senior management, and related parties follow the related party transaction control system, reporting to the Board; approve or preliminarily review matters that need to be discussed or filed according to the Articles of Association and other internal systems, and report to the Board as required.
Development Strategy Committee
Main Responsibilities: research and propose suggestions for the Bank’s medium and long-term development strategy; research and propose suggestions for major investment, financing plans, capital operations, asset management projects, and other significant matters that may affect the Bank’s development, as required by the Articles of Association; formulate the Bank’s annual operational goals; supervise and review the execution of the medium and long-term development plans, annual business objectives, investment and financing plans, and capital operations plans by senior management.
Audit Committee
Main Responsibilities: examine the Bank’s accounting policies, financial condition, and financial reporting procedures; review the Bank’s financial information and disclosures; supervise the Bank’s financial reporting system and internal control procedures; supervise and evaluate the Bank’s internal audit department; recommend the appointment, reappointment, or dismissal of external auditors to the Board; coordinate the Bank’s internal and external audit work.
Consumer Rights Protection Committee
Main Responsibilities: formulate the Bank’s strategy, policies, and goals for consumer rights protection, guide senior management in strengthening the company culture for consumer rights protection, and incorporate consumer rights protection into the Bank’s governance, company culture, and business development strategies; supervise senior management in effectively executing and implementing consumer rights protection work, regularly reviewing and approving related reports, submitting these to the Board, and making this work an important part of the Bank’s information disclosure.