Hua Hong Semiconductor Limited (01347.HK)

Company has established the following three board committees: an audit committee, a nomination committee and a remuneration committee. The committees operate in accordance with the terms of reference established by our Board of Directors.

We have established an audit committee pursuant to a resolution of our Directors passed on September 22, 2014 in compliance with Rule 3.21 of and paragraph C.3 of the Corporate Governance Code and Corporate Governance Report as set out in Appendix 14 to the Listing Rules. The primary duties of the audit committee are to assist our Board in providing an independent view of the effectiveness of our financial reporting process, internal control and risk management systems, oversee the audit process and perform other duties and responsibilities as assigned by our Board. At present, the audit committee consists of three members, being Mr. Stephen Tso Tung Chang, who will serve as the chairman of the audit committee, Mr. Long Fei Ye and Mr. Jun Ye.

We have established a remuneration committee on September 22, 2014 with written terms of reference in compliance with Rule 3.25 of and paragraph B.1 of the Corporate Governance Code and Corporate Governance Report as set out in Appendix 14 to the Listing Rules. The primary duties of the remuneration committee are to make recommendations to the Board on the remuneration policy for the directors and senior management of the Group and to review and approve the management's remuneration proposals with reference to the Board’s corporate goals and objectives. The remuneration committee consists of three members, being Mr. Kwai Huen Wong, JP, who will serve as the chairman of the remuneration committee, Mr. Long Fei Ye and Mr. Jianbo Chen.

We have established a nomination committee on September 22, 2014 with written terms of reference in compliance with paragraph A.5 of the Corporate Governance Code and Corporate Governance report as set out in Appendix 14 to the Listing Rules. The primary function of the nomination committee is to make recommendations to the Board on the appointment or re-appointment of Directors and succession planning for Directors. The nomination committee consists of three members, being Mr. Suxin Zhang, who will serve as the chairman of the nomination committee, Mr. Long Fei Ye and Mr. Kwai Huen Wong, JP.