Our Board currently consists of eleven Directors, comprising two executive Directors, five on-executive Directors and four independent non-executive Directors. Our Directors are elected to serve a term of three years, which is renewable upon re-election and/or reappointment.

According to our Articles of Association, the functions and powers of our Board include, among others:

To convene Shareholders’ General Meetings and to report to Shareholders’ General Meetings;

To implement the resolutions of Shareholders’ General Meetings;

To determine business operation plans and investment plans of the Company;

To formulate annual preliminary and final financial budgets of the Company;

To formulate the profit distribution plans and plans for recovery of losses of the Company;

To formulate proposals of the Company regarding increase or reduction of registered capital, issuance of bonds or other securities and listing;

To formulate plans for any substantial acquisition by the Company, repurchase of the Shares or merger, division, dissolution and change of the form of the Company;

To decide on matters relating to the Company’s external investments, acquisitions or disposal of assets, mortgage of assets, external guarantees, entrusted wealth management and connected transactions as authorized by Shareholders’ General Meetings;

To formulate the implementation plans on the long-term incentive schemes for the Company’s management and employees;

To decide on the establishment of the Company’s internal management structure;

To appoint or dismiss the Company’s General Manager (President), secretary to the Board and Chief Compliance Officer and, based on the nominations of General Manager(President), to appoint or dismiss Deputy General Manager (Vice President), Chief Finance Officer and other senior management and to determine their remuneration and penalties;

To formulate the basic management policies of the Company;

To formulate proposals for any amendments to the Articles of Association;

To manage the disclosure of information of the Company;

To propose to Shareholders’ General Meetings the appointment or change of the accounting firm acting as the auditors of our Company;

To hear the work report of the Company’s General Manager (President) and to review the work of the Company’s General Manager (President);

To monitor, review and evaluate the establishment and implementation of the Company’s internal control system and to be ultimately responsible for the effectiveness of the internal control;

To review and approve the Company’s fundamental compliance policies and the compliance reports, to hear the report of Chief Compliance Officer and to monitor the implementation of compliance policies; and

Any other powers as conferred by the laws and regulations and the Articles of Association.

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