"AAC Acoustic Holdings Inc." has changed to "AAC Technologies Holdings Inc."   

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Board Committees

The Company is committed to achieving high standards of corporate governance that properly protect and promote the interests of the shareholders of the Company. The Board has reviewed its corporate governance practices and ensured that they are in compliance with the code on Corporate Governance Practices as set out in the Appendix 14 to the Rules Governing the Listing of Securities on the Stock Exchange.

BOARD OF DIRECTORS

Independent Non-Executive Director Mr. Koh Boon Hwee (Chairman)
Executive Directors Mr. Benjamin Zhengmin Pan (CEO)
Mr. Mok Joe Kuen Richard
Non-Executive Director Ms. Ingrid Chunyuan Wu
Independent Non-Executive Directors Mr. Poon Chung Yin Joseph
Dato' Tan Bian Ee
Ms. Chang Carmen I-Hua
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The Board represents the Company and is accountable to the shareholders. The Board's responsibilities include the responsibility to regulate and evaluate the strategic direction of the Company, management policies and the effectiveness with which management implements its policies. The Board's responsibilities also include overseeing the structure and composition of the Company's top management and monitoring legal compliance, the management of risks related to the Company's operations.

The Board has delegated some of its functions to our Board Committees. We have three different Board Committees – namely Audit Committee, Nomination Committee and Remuneration Committee. All our Board Committees have clear terms of reference. The findings, decisions and recommendations made at each meeting are reported to the Board by the chairman of each Board Committee.

AUDIT & RISK COMMITTEE

Independent Non-Executive Directors Mr. Poon Chung Yin Joseph (Chairman)
Mr. Koh Boon Hwee
Non-Executive Director Ms. Ingrid Chunyuan Wu
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The Company established an Audit Committee with written terms of reference in April 2005. It was renamed as Audit & Risk Committee in March 2017. The primary responsibilities of the Audit & Risk Committee are to assist the Board oversight of the integrity of the Company's financial statements, compliance with legal and regulatory requirements, the external auditors' qualifications and independence, and, the performance of the internal audit function and the external auditors.

Each year, the Audit & Risk Committee meets with the external auditors and discusses the general scope of the audit works and reviews the audit reports and the quarterly, interim and annual accounts of the Group. The Audit & Risk Committee also meets privately with the external auditors, without the presence of the Executive Directors of the Company, to discuss matters or issues arising from the audit and any other matters.

NOMINATION COMMITTEE

Independent Non-Executive Directors Dato' Tan Bian Ee (Chairman)
Mr. Poon Chung Yin Joseph
Ms. Chang Carmen I-Hua
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The Company established a Nomination Committee with written terms of reference in April 2005. The Nomination Committee is responsible for reviewing, advising and making recommendations to the Board on matters in relation to the structure, size and composition of the Board, the appointment and reappointment of Directors and the assessment on independence of independent non-executive Director, and ensuring the proper and transparent procedures for the appointment and re-appointment of Directors.

Current practice to appoint new Directors is that the Nomination Committee will identify and nominate suitable candidates by considering their knowledge, skill and experience, and all valid nomination of candidates, accompanied with details of their biographical backgrounds, would be presented to the Board for consideration as soon as practicable. Consideration would be given to factors such as the candidate's integrity, experience and qualifications relevant to the Company's business. It is believed that members of the Nomination Committee collectively would have required relevant knowledge and skills to identify, invite and evaluate qualifications of nominated candidates for directorship.

REMUNERATION COMMITTEE

Independent Non-Executive Directors Mr. Koh Boon Hwee (Chairman)
Dato' Tan Bian Ee
Ms. Chang Carmen I-Hua
Terms of Reference pdf button

 

The Company established a Remuneration Committee with written terms of reference in April 2005. The responsibilities of the Remuneration Committee include advising the Board in relation to the remuneration policy and structure of the Directors and senior management, as well as representing the Board in confirming the individual remuneration packages and employment terms of the executive Directors and approving their related employment contracts.

The emolument policy of the employees of the Group is determined by the Remuneration Committee on the basis of their merit, qualifications and competence. The emoluments of the Directors are decided by the Remuneration Committee, having regard to the Company's operating results, individual performance and comparable market statistics.