The Board of Directors of Postal Savings Bank of China Co., Ltd. (the “Bank”)
The Bank establishes a Board of Directors in accordance with the law, and the Board of Directors shall be accountable to the shareholders' general meeting. The Board of Directors consists of 17 directors in total, including 1 chairman of the Board and non-executive director, 2 executive director, 7 non-executive directors, and 7 independent non-executive directors.
The Board of Directors of the Bank shall perform the following duties and powers:
(1) to convene the shareholders’ general meeting and report its work to the shareholders’ general meeting;
(2) to implement the resolutions of the shareholders’ general meeting;
(3) to make decisions on the Bank’s development strategies, business plans and investment plans;
(4) to formulate the capital planning of the Bank, and to assume ultimate responsibility for capital management;
(5) to formulate the Bank’s annual financial budgets and final accounts; the Bank’s profit distribution plans and loss recovery plans; proposals on the increase or reduction of the Bank’s registered capital; the Bank’s plans for issuance of bonds or other marketable securities and listing plans; plans for merger, division, spin-off, dissolution, liquidation or change of corporate form of the Bank; plans for major acquisitions and acquisition of the Bank’s shares; plans for material change in equity interest or financial restructuring; capital replenishment plans;
(6) to formulate the basic management systems, and risk tolerance, risk management and internal control policies of the Bank and supervise the implementation of such basic management systems and policies; to assume ultimate responsibility for comprehensive risk management;
(7) to consider the comprehensive risk management report presented by the senior management and evaluate the effectiveness of risk management of the Bank in order to improve the Bank’s risk management;
(8) to formulate amendments to the Articles, rules of procedure for the shareholders’ general meeting and rules of procedure for the Board, and to consider and approve the working rules of the special committees of the Board;
(9) to consider and approve the working rules of the president submitted by the president;
(10) to decide on matters, including the establishment of major legal entities by the Bank, major corporate mergers and acquisitions, major external investments, major asset acquisitions, major asset disposals, major asset write-offs, major asset mortgages and other non-commercial banking business guarantees, and major donations within the scope of authorization granted by the shareholders’ general meeting and in accordance with the laws and regulations, regulatory requirements, and the provisions of the Articles;
(11) to decide on or authorize the president to decide on matters within the scope of powers of the Board, including other external investments of the Bank, asset acquisitions, asset disposals, asset write-offs, asset mortgages and other non-commercial banking business guarantees, related party transactions, and external donations;
(12) to appoint and dismiss the presidents and the secretary to the Board according to the nomination of the chairman of the Board;
(13) to appoint and dismiss the vice presidents and other senior management members according to the nomination of the president;
(14) to elect the chairman and members of the Nomination and Remuneration Committee based on the proposal of the Requesting Shareholder(s), the chairman of the Board, and one-third or more of directors or half or more (at least two (2)) of independent directors; to elect the chairman and members of other special committees of the Board (excluding the chairman of Strategic Planning Committee) based on the nominations by the Nomination and Remuneration Committee;
(15) to decide on the basic remuneration system of the Bank and the remuneration, performance appraisal, rewards and punishment of senior management members;
(16) to decide on the establishment of internal departments at the head office, domestic and overseas tier-one branches, branches and other institutions directly under the head office and overseas institutions;
(17) to evaluate and improve the Bank’s corporate governance regularly;
(18) to be responsible for the Bank’s information disclosure, and assume ultimate responsibility for the truthfulness, accuracy, completeness and timeliness of the financial accounting reports;
(19) to propose the engagement and dismissal of accounting firms that conduct periodic statutory audits of the financial accounting reports of the Bank for approval by the shareholders’ general meeting;
(20) to consider and approve the proposals submitted by the special committees of the Board;
(21) to consider and approve or to authorize the Related Party Transactions Control Committee of the Board to approve related party transactions (other than those which shall be considered and approved by the shareholders’ general meeting as required by laws), and report to the shareholders’ general meeting on the overall status of related party transactions;
(22) to listen to the work reports of the president of the Bank in accordance with the relevant regulatory requirements to ensure that all directors are timely and fully informed of relevant information for the performance of their duties, and to examine the work of the senior management to monitor and ensure the effective performance of their management responsibilities;
(23) to consider the execution of the regulatory opinions issued by the banking regulatory authority under the State Council on the Bank;
(24) to consider and approve major data governance matters of the Bank in accordance with the laws and regulations, regulatory requirements and the provisions of the Articles;
(25) to safeguard the legitimate rights and interests of financial consumers and other stakeholders;
(26) to establish a mechanism to identify, review and manage conflicts of interest between the Bank and its shareholders, in particular substantial shareholders;
(27) to assume responsibility for the management of shareholders’ affairs;
(28) to establish and implement an accountability system for the performance of duties by the senior management, and clarify the specific ways for accountability of negligence and improper performance of responsibilities;
(29) to perform other duties as required by laws, administrative regulations, departmental rules, regulatory requirements and the Articles, and as authorized by the shareholders’ general meeting.
Composition and Resume of the Board of Directors
Zheng Guoyu, Chairman of the Board of Directors, Non-executive Director
Zheng Guoyu, male, obtained a master’s degree in Business Administration from Huazhong University of Science and Technology and holds the title of Senior Economist. He has served as the Chairman of the Board of Directors and Non-executive Director of the Bank since February 2025. He previously served as Assistant General Manager and Deputy General Manager of Hubei Branch, General Manager of Shanxi Branch, General Manager of Sichuan Branch of Bank of China, a member of the Executive Committee and Executive Vice President of Bank of China, and Executive Director and Senior Executive Vice President of Industrial and Commercial Bank of China, etc. He currently serves as Director, President and Chief Compliance Officer of China Post Group. He concurrently serves as Vice Chairman of the China Banking Association.
Lu Wei, Executive Director and President
Lu Wei, male, obtained a master’s degree in Accounting from Deakin University in Australia. He has served as Executive Director and President of the Bank since February 2026. He previously held various positions at China CITIC Bank, including Deputy General Manager of the Business Department at the Head Office; General Manager of the Budget and Finance Department, General Manager of the Finance and Accounting Department, General Manager of the Asset and Liability Department at the Head Office, and Deputy Head of the preparatory team for the establishment of Hong Kong Branch; Board Secretary at the Head Office, and Deputy Head of the preparatory team for the establishment of the JSC Altyn Bank; President of Shenzhen Branch; Corporate Business Director, Vice President at the Head Office. He also served as General Manager, Vice Chairman and Chairman of CITIC Trust Co., Ltd.; and Executive Director and President of China CITIC Bank, etc. He currently serves as Vice President of China Post Group.
Yao Hong, Executive Director, Vice President and Chief Risk Officer
Yao Hong, female, obtained a master's degree in Management from Hunan University and holds the title of Senior Economist. Ms. Yao has served as Vice President and Executive Director of the Bank since December 2006 and August 2016 respectively. She has also served as the Bank's Chief Risk Officer since May 2023. She previously served as Deputy Director of the Savings Business Division under the Postal Savings and Remittance Bureau of the Ministry of Posts and Telecommunications, and Director of the Savings Business Division and Associate Director General of the Postal Savings and Remittance Bureau of the State Post Bureau. She concurrently serves as Deputy Chairwoman of the Payment & Clearing Association of China.
Liu Xin'an, Non-executive Director
Liu Xin’an, male, obtained a master’s degree in Economics from Renmin University of China. Mr. Liu has served as Non-executive Director of the Bank since September 2024.He previously served as Deputy Director General of the General Office, Deputy Director General of the Department of Education, Science and Culture, and Deputy Director General of the Department of Science, Technology and Education of the Ministry of Finance, President (Director General level)of China State Finance Magazine, Director General of the Department of Policy Research and Director General of the Department of Treaty and Law of the Ministry of Finance, etc.He is currently Director of China Post Group.
Zhang Xuanbo, Non-executive Director
Zhang Xuanbo, male, obtained a master’s degree in Management from Nankai University and holds the title of Senior Auditor. Mr. Zhang has served as Non-executive Director of the Bank since September 2024. He previously served as Director of Division II of the Trade Audit Bureau,Director of Division III and Director of Division IV of the Department of Public Finance Audit, Deputy Director General of the Development and Statistics Audit Bureau of the National Audit Office, Deputy Commissioner of the Changchun Regional Office of the leading Party members sub-group of the National Audit Office, Deputy Director General (presiding over work) and Director General of the Health and Medicine Audit Bureau, Director General of the Health and Sports Audit Bureau, etc.
Liu Ruigang, Non-executive Director
Liu Ruigang, male, obtained a bachelor’s degree in economics from Central University of Finance and Economics. He has served as Non-executive Director of the Bank since May 2025. He was Deputy Supervision Commissioner of the Commissioner’s Office of the Ministry of Finance in Inner Mongolia, Supervision Commissioner of the Commissioner’s Office of the Ministry of Finance in Qinghai, Director-General of Qinghai Supervision Bureau of the Ministry of Finance, Director-General of Shanxi Supervision Bureau of the Ministry of Finance, etc.He is now Director of China Post Group.
Chen Xue, Non-executive Director
Chen Xue, female, obtained a master’s degree in Public Administration from the National Academy of Governance and holds the titles of Senior Accountant and Certified Public Accountant. Ms. Chen has served as Non-executive Director of the Bank since December 2025. She previously served as Consultant (presiding over work) and Director of the Financial Budgeting Management Division in the Department of Accounting, Deputy Director-General of the Department of Accounting, and Level II Counsel of the Investor Protection Bureau of the CSRC; and Level II Counsel of the Legal and Regulation Department of the NFRA, etc. She currently serves as Director of China Post Group.
Hu Yuting, Non-executive Director
Hu Yuting, male, obtained a master's degree in Finance from the Central University of Finance and Economics and holds the titles of Senior Accountant, Certified Public Accountant and Chartered Financial Analyst. Mr. Hu has served as Non-executive Director of the Bank since September 2024. He previously served as Deputy Manager and Manager of the Taxation Management Division in the Finance Department of China Mobile Limited, Deputy General Manager of the Finance Department of China Mobile Limited, and General Manager and Non-executive Director of China Mobile Group Finance Co., Ltd. He currently serves as General Manager of the Finance Department and Securities Affairs Department and domestic information disclosure representative of China Mobile Limited.
Ding Xiangming, Non-Executive Director
Ding Xiangming, male, obtained an MBA degree from Shanghai Maritime University, and holds the title of Senior Economist. Mr. Ding has served as Non-executive Director of the Bank since October 2017. He previously served as General Manager of Investment and Development Department, Vice President, Board Secretary and General Counsel of SIPG.
Yu Mingxiong, Non-Executive Director
Yu Mingxiong, male, obtained a bachelor's degree in Economics and a bachelor's degree in Law from Zhongnan University of Economics and holds the titles of Senior Engineer, Senior Political Work Engineer, Auditor and Certified Public Accountant (nonpracticing member). Mr. Yu has served as Non-executive Director of the Bank since September 2024. He previously served as Deputy Director of the Audit Department of China Shipbuilding Industry Corporation (CSIC), Director and General Manager of CSIC Finance Co., Ltd., Director and General Manager of China Shipbuilding Capital Limited, Non-executive Director of Everbright Securities Company Limited, Director of the Audit Department of China State Shipbuilding Corporation Limited, etc. He currently serves as Director of Asset Management Department of China State Shipbuilding Corporation Limited.
Wen Tiejun, Independent Non-executive Director
Wen Tiejun, male, obtained a doctor's degree in Management from China Agricultural University. Mr. Wen has served as Independent Non-executive Director of the Bank since October 2019. He previously served as an assistant researcher of the Rural Development Research Center of the State Council, a researcher of the Research Center for Rural Economy of the Ministry of Agriculture, Deputy Secretary General of the China Society of Economic Reform, Dean of School of Agricultural Economics and Rural Development at Renmin University of China, and Independent Non-executive Director of Agricultural Bank of China Limited, External Director of Xinjiang Culture & Tourism Investment Group Co., Ltd., a member of the National Committee of Experts on Food Security, a provincial and ministerial-level adviser and policy advisory expert of the Ministry of Commerce, the Ministry of Civil Affairs, the National Forestry and Grassland Administration, Beijing Municipality of the PRC, etc. Mr. Wen currently serves as consultant to the People's Government of Fujian Province.
Chung Shui Ming Timpson, Independent Non-executive Director
Chung Shui Ming Timpson, male, obtained an honorary doctor’s degree in Social Science from the City University of Hong Kong. He is a fellow member of the Hong Kong Institute of Certified Public Accountants, received the title of Justice of the Peace from the HKSAR Government in 1998, and was awarded the Gold Bauhinia Star by the HKSAR Government in 2000. Mr. Chung has served as Independent Non-executive Director of the Bank since October 2019. He previously served as Senior Auditing Director of Coopers & Lybrand, Chairman of the Management Board of the City University of Hong Kong, Chairman of the Hong Kong Housing Society, a member of the HKSAR Executive Council, Chief Executive Officer of HKSAR Government Land Fund Trust, and Independent Non-executive Director of Henderson Land Development Co., Ltd., China Everbright Bank Co., Ltd., China Construction Bank Corporation, Glorious Sun Enterprises Limited, China Railway Group Limited, etc. He currently serves as Independent Non-executive Director of China Unicom (Hong Kong) Limited, Miramar Hotel and Investment Company Limited, China Overseas Grand Oceans Group Ltd., and Orient Overseas (International) Limited and Pro-Chancellor of City University of Hong Kong.
Pan Yingli, Independent Non-executive Director
Pan Yingli, female, obtained a doctor's degree in World Economics from East China Normal University. Ms. Pan has served as Independent Non-executive Director of the Bank since December 2019. She previously served as associate professor, professor, and tutor of doctorate candidates in East China Normal University, an invited expert of Shanghai Municipal Government on decision-making consultation, as well as an Independent Non-executive Director of China Merchants Bank Co., Ltd. Ms. Pan currently serves as Director of Research Center for Global Finance at Shanghai Jiao Tong University, professor in Finance at Antai College of Economics and Management of Shanghai Jiao Tong University, Chief Expert of the Decision-making Consultation Research Base Pan Yingli Studio of Shanghai Municipal Government, and Independent Director of Asia Cuanon Technology (Shanghai) Co., Ltd.
Tang Zhihong, Independent Non-executive Director
Tang Zhihong, male, obtained a Bachelor of Arts degree from Jilin University and is a Senior Economist. Mr. Tang has served as Independent Non-executive Director of the Bank since March 2023. Mr. Tang previously served as Deputy Director of the Education Department and Deputy Director of the Audit Department of Liaoning branch of the People’s Bank of China, Vice President and President of Liaoning Jinzhou branch of the People’s Bank of China, Director of Jinzhou branch of the State Administration of Foreign Exchange, Vice President of Shenyang branch of China Merchants Bank Co., Ltd., Deputy Director of Shenzhen management department of China Merchants Bank Co., Ltd., President of Lanzhou branch of China Merchants Bank Co., Ltd., President of Shanghai branch of China Merchants Bank Co., Ltd., Director of the Shenzhen management department of China Merchants Bank Co., Ltd., and Assistant President and Vice President of China Merchants Bank Co., Ltd. He currently serves as External Director of Overseas Chinese Town Holdings Company.
Hong Xiaoyuan, Independent Non-executive Director
Hong Xiaoyuan, male, obtained a master's degree in Economics from Peking University and a master’s degree in Science from the Australian National University, and holds the title of Senior Economist. Mr. Hong has served as Independent Non-executive Director of the Bank since October 2024. He previously served as Assistant to General Manager of China Merchants Group Limited, Director of China Merchants Holdings (Hong Kong) Company Limited, General Manager of China Merchants Finance Holdings Co.,Ltd., Director of China Merchants Bank Co., Ltd., Director of China Merchants Securities Co., Ltd., Chairman of China Merchants Finance Holdings Company Limited, Chairman of Bosera Asset Management Co., Ltd., Director (Executive) of the Executive Committee of the China Merchants Financial Group/Platform, Chairman of China Merchants Capital Investments Co., Ltd., Chairman of China Merchants United Development Company Limited, Chairman of China Merchants Innovation Investment Management Co., Ltd., Chairman of the Board of China Merchants China Direct Investments Limited, General Manager of China Merchants Technology Holdings Co., Ltd., Deputy General Manager of China Merchants Shekou Industrial Zone Co., Ltd., etc. He now serves as Independent Director of Ping An Insurance (Group) Company of China, Ltd., Independent Director of Bank of Hangzhou Co., Ltd., a member of the Chief Executive’s Policy Unit Expert Group of the Hong Kong Special Administrative Region, and the Chairman of the Board of Supervisors of China Research Foundation for Economic Reform.
Yang Yong, Independent Non-executive Director
Yang Yong, male, obtained a doctoral degree in Accounting from Northwestern University in the United States of America and is a Certified Public Accountant. He was a member of the Advisory Committee (2022-2023) of the Association of Chartered Certified Accountants in the Guangdong-Hong Kong-Macao Greater Bay Area (ACCA GBA), and a member of the editorial boards of The Accounting Review, China Accounting and Finance Review, China Journal of Accounting Studies, Associate Professor of Accounting at The Chinese University of Hong Kong, etc. He is currently Director of the School of Accountancy and Professor of Accounting at The Chinese University of Hong Kong, and Chair Professor (Honorary) of the Management School of Jinan University.
Pu Yonghao, Independent Non-executive Director
Pu Yonghao, male, obtained a master’s degree in Economics from Xiamen University and a master’s degree in Science (Demography) from the London School of Economics and Political Science. Mr. Pu has served as Independent Non-executive Director of the Bank since January 2026. Mr. Pu previously served as Senior Economist and Vice President of Bank of China International (UK) Limited, Senior Consultant of Asian Development Bank, Managing Director and APAC Chief Investment Officer, Chief Investment Strategist and Head of APAC Wealth Management Research Department of UBS, the founder and Chief Investment Officer of Fountainhead Partners Company Limited, Independent Non-executive Director of Huafa Property Services Group Company Limited, etc. He currently serves as Independent Non-executive Director of Guotai Haitong Securities Co., Ltd. and BOCOM International Holdings Company Limited, Senior Advisor of Fountainhead Partners Company Limited, and Vice Chairman of the Chinese Financial Association of Hong Kong.
Composition and Duties of the Special Committees of the Board of Directors
The Board of the Bank shall have Strategic Planning Committee, Related Party Transactions Control Committee, Audit Committee, Risk Management Committee, Nomination and Remuneration Committee, and Social Responsibility and Consumer Rights Protection Committee. According to the Articles of Association of the Bank, the primary duties of each special committee are as follows.
Name | Strategic Planning Committee | Related Party Transactions Control Committee | Audit Committee | Risk Management Committee | Nomination and Remuneration Committee | Social Responsibility and Consumer Rights Protection Committee |
Zheng Guoyu | C | |||||
Lu Wei | M | M | C | |||
Yao Hong | M | M | M | M | ||
Liu Xin'an | M | M | ||||
Zhang Xuanbo | M | C | ||||
Liu Ruigang | M | M | ||||
Chen Xue | M | M | ||||
Hu Yuting | M | M | ||||
Ding Xiangming | M | M | ||||
Yu Mingxiong | M | M | ||||
Wen Tiejun | M | M | C | |||
Chung Shui Ming Timpson | M | C | M | |||
Pan Yingli | M | M | M | |||
Tang Zhihong | C | M | M | |||
Hong Xiaoyuan | M | M | M | |||
Yang Yong | M | M | M | |||
Pu Yonghao | M | M | M |
C: Chairman/Chairwoman
M: Member
1.Primary Duties of Strategic Planning Committee:
(1) reviewing the Bank’s business objectives, overall strategic development plan and various specific strategic development plans, and making recommendations to the Board;
(2) evaluating factors which may affect the Bank’s strategic development plans and their implementation, in light of domestic and international economic and financial conditions and market trends, and making recommendations to the Board on adjustment to the Bank’s strategic development plans in a timely manner;
(3) evaluating the overall development conditions of various financial businesses, and making recommendations to the Board on adjustment to the Bank’s strategic development plans in a timely manner;
(4) reviewing the Bank’s strategic capital allocation and objectives of asset and liability management, and making recommendations to the Board;
(5) reviewing the Bank’s business development plans and major investment and financing proposals submitted by the senior management, and making recommendations to the Board;
(6) reviewing plans for establishment or adjustment of the head office’s internal departments, domestic and overseas tier-one branches, branches and other institutions directly under the head office, as well as overseas institutions, and making recommendations to the Board;
(7) supervising and inspecting the implementation of the Bank’s business plans and investment plans;
(8) reviewing proposals for the Bank’s annual financial budget and final accounts submitted by the senior management, and making recommendations to the Board;
(9) reviewing the Bank’s plans for establishment of a legal entity and merger and acquisition proposals, and making recommendations to the Board;
(10) reviewing the Bank’s matters on external investments, asset acquisitions, asset disposals, asset write-offs, asset mortgages and other non-commercial banking business guarantees, and making recommendations to the Board;
(11) evaluating the Bank’s corporate governance and making recommendations to the Board;
(12) implementing the requirements of relevant policies on inclusive finance, reviewing the development plan, major management systems and other major issues of the Bank’s inclusive finance business, and making recommendations to the Board;
(13) other matters as required by laws, administrative regulations and departmental rules, and as authorized by the Board.
2.Primary Duties of Related Party Transactions Control Committee:
(1) being responsible for the management, review and risk control of related party transactions of the Bank, reviewing the basic management systems for related party transactions, supervising their implementation and making recommendations to the Board, focusing on the compliance, fairness and necessity of related party transactions, and bearing corresponding responsibilities for the compliance of the Bank’s related party transactions;
(2) reviewing major related party transactions or other related party transactions that are subject to approval by the Board or shareholders’ general meeting, and submitting them to the Board or to the shareholders’ general meeting through the Board for approval;
(3) within the scope authorized by the Board, reviewing and approving the Bank’s related party transactions and other matters in relation to such related party transactions, and receiving the record of general related party transactions for filing;
(4) reviewing matters in relation to the disclosure of information on the Bank’s major related party transactions;
(5) other matters as required by laws, administrative regulations and departmental rules, and as authorized by the Board.
3.Primary Duties of Audit Committee:
(1) examining the Bank’s financial affairs, reviewing the Bank’s major financial and accounting policies and their implementation, supervising the Bank’s financial operations and financial control, and being responsible for examining the Bank’s accounting policies, financial conditions and financial reporting procedures;
(2) supervising the Bank’s internal control, and inspecting and evaluating the compliance of the Bank’s core business activities, relevant rules and major operating activities;
(3) reviewing the Bank’s basic audit management systems, rules and regulations, medium- and long-term audit planning, and annual work plans and making recommendations to the Board, as well as supervising the implementation of the Bank’s basic audit management systems, rules and regulations, and planning and plans;
(4) reviewing, or in accordance with authorization, approving the annual budget of the Bank’s internal audit department, ensuring the independence of audit work, and making recommendations to the Board;
(5) supervising and evaluating the work of the Bank’s internal audit department;
(6) proposing, and submitting to the Board for review, the engagement or dismissal of accounting firms that conduct periodic statutory audits of the financial accounting reports of the Bank, and supervising and evaluating the work of the accounting firms to ensure the independence and effectiveness of their work;
(7) reviewing the Bank’s annual audit report and other specific opinions issued by accounting firm, the Bank’s audited annual financial accounting reports, other financial accounting reports and other financial information to be disclosed, and issuing a report containing its assessment on the truthfulness, completeness and accuracy of the Bank’s audited financial accounting reports and financial information for submission to the Board for consideration;
(8) facilitating communications between the Bank’s internal audit department and the accounting firms;
(9) reviewing the annual audit plans, scope of work and important audit rules of the accounting firms;
(10) supervising the conduct of directors and senior management members in performing their duties, and making recommendations for the removal of directors or senior management members who violate laws, administrative regulations, the Articles, or resolutions of the shareholders’ general meeting;
(11) requiring directors and senior management members to rectify their actions when such actions harm the interests of the Bank;
(12) instituting legal proceedings against directors or senior management members in accordance with the relevant provisions of the Company Law;
(13) other matters as required by laws, administrative regulations, and departmental rules and as authorized by the Board.
4.Primary Duties of Risk Management Committee:
(1) examining and revising the Bank’s risk management strategies, basic policies on risk management, risk appetite, comprehensive risk management framework and major procedures and systems for risk management according to the Bank’s overall strategic development plan, and supervising and evaluating their implementation and effectiveness, and making recommendations to the Board;
(2) formulating the Bank’s objectives of capital adequacy ratio management to be submitted to the Board for review, and reviewing and supervising the implementation of the Bank’s capital planning;
(3) urging the senior management to take necessary steps to effectively identify, evaluate, monitor and control/mitigate risks; supervising the control exercised by the senior management over the Bank’s credit risk, market risk, operational risk, money laundering risk, terrorist financing risk, and other risks as well as their fulfillment of management duties, and making recommendations to the Board;
(4) considering the comprehensive risk management report presented by the senior management, regularly evaluating the Bank’s risk profile, risk management status, risk-bearing capacity and risk tolerance level, understanding the overall conditions, comprehensiveness and effectiveness of the Bank’s risk management and making recommendations to the Board;
(5) evaluating the structure, working procedures and performance of the Bank’s risk management department and making recommendations for improvement;
(6) making recommendations on how to improve the Bank’s risk management and internal control from the perspective of the Bank and in light of the overall circumstances;
(7) reviewing major risk management issues or transactions that are beyond the authority of the president or that are submitted by the president to this committee for review, and making recommendations to the Board;
(8) supervising the Bank’s legal and compliance management; reviewing its legal and compliance policies as well as relevant basic management systems and expressing opinions thereon, and submitting such policies and systems to the Board for review and approval; and listening to and reviewing the implementation of the Bank’s legal and compliance policies;
(9) other matters as required by laws, administrative regulations, departmental rules, and as authorized by the Board.
5.Primary Duties of Nomination and Remuneration Committee:
(1) conducting an annual review on the structure, size and composition of the Board, and making recommendations to the Board regarding its size and composition;
(2) developing the standards and review procedures for the appointment of relevant directors, chairman and members of the relevant special committees of the Board and senior management members, and submitting to the Board for decision;
(3) performing an initial review on the qualifications and requirements of candidates for relevant directors and senior management members, making recommendations to the Board regarding the nomination or removal of relevant directors, and the appointment or dismissal of senior management members;
(4) nominating candidates for the chairman and members of other special committees of the Board (except for the chairman of the Strategic Planning Committee);
(5) developing the measures of the Board for duty performance evaluation for directors and performance appraisal measures for senior management members, as well as remuneration policies or plans for directors and senior management members to be submitted to the Board for review;
(6) organizing duty performance evaluation on directors and performance assessment on senior management members by the Board, and making recommendations on the remuneration distribution for directors and senior management members to be submitted to the Board for review;
(7) reviewing the Bank’s major human resources and remuneration policies and basic management systems submitted by the senior management, and submitting the same to the Board for decision, and supervising the implementation of the relevant policies and basic management systems;
(8) developing training plans for senior management members and key backup talents to be submitted to the Board for review;
(9) other matters as required by laws, administrative regulations, departmental rules and as authorized by the Board.
6.Primary Duties of Social Responsibility and Consumer Rights Protection Committee:
(1) formulating strategies, policies and basic management systems for social responsibility and sustainable development that are aligned with the Bank’s development strategies and actual situation to be implemented upon submission to and approval by the Board;
(2) formulating the Bank’s strategies, policies and objectives for consumer rights protection to be implemented upon submission to and approval by the Board;
(3) providing guidance and overseeing the establishment and improvement of the management system for consumer rights protection of the Bank to ensure that relevant rules and regulations are in line with the corporate governance, corporate culture cultivation, and business development strategies;
(4) supervising and evaluating the implementation and effectiveness of the Bank’s strategies, policies, basic management systems, etc., for social responsibility and sustainable development, and making recommendations to the Board;
(5) being accountable to the Board, submitting to the Board work reports and annual reports on consumer rights protection, carrying out any work in relation thereto under the authorization of the Board, discussing and deciding on relevant matters, and studying major issues and major policies on consumer rights protection;
(6) supervising the comprehensiveness, timeliness and effectiveness of the work of the senior management and the consumer rights protection department in accordance with the regulatory requirements and based on the execution status of strategies, policies and objectives for consumer rights protection, as well as the implementation of the work;
(7) convening regular work meetings on consumer rights protection, and reviewing the work reports of the senior management and the consumer rights protection department; reviewing annual audit reports, regulatory notices, and internal evaluation results related to the consumer rights protection work; urging the senior management and relevant departments to promptly rectify identified issues; and providing guidance on disclosure of major information on consumer rights protection;
(8) being responsible for reviewing the Bank’s green finance development strategy, reviewing the green finance objectives set by the senior management and the green finance reports submitted by the senior management, supervising and evaluating the implementation of the Bank’s green finance development strategy, and making recommendations to the Board;
(9) other matters as required by laws, administrative regulations, departmental rules and as authorized by the Board.