Corporate Governance

The Board of Directors of TCL Multimedia Technology aims to achieve the highest standards of corporate governance and business ethics in pursuing its mission of becoming the world's leader in the multimedia industry. The Group's ultimate goal is to maximize values for its shareholders, staff and customers.

Board of Directors
The Board of Directors steers the Group's business direction. It is responsible for formulating the Group's long-term strategies, setting business development goals, assessing results of management policies, monitoring the management's performance and ensuring effective implementation of risk management measures on a regular basis.

The Board consists of 10 directors, including 4 executive directors, 3 non-executive director and 3 independent non-executive directors. They meet regularly to review the Group's financial and operational performance and to discuss and formulate future development plans.

The non-executive directors (50% of whom are independent) also play an important role on the Board. Accounting for 60% of the Board members, they are experienced professionals in their respective fields. They are responsible for ensuring that the Board maintains high standards of financial and other mandatory reporting as well as providing adequate checks and balances for safeguarding the interest of shareholders and the Company as a whole.

Audit Committee
The audit committee of the Board, which consists of 2 independent non-executive directors and 1 non-executive director, meets at least 4 times a year to review the Group's quarterly, interim and annual results. The audit committee is accountable to the Board and assists the Board in meeting its responsibilities in ensuring an effective and adequate system of internal controls and for meeting its external financial reporting obligations and compliance with other legal and regulatory requirements. The committee is also responsible for reviewing the truthfulness, completeness and accuracy of the Group's financial statements, and for assessing the scope of work of external auditors.
(Terms of Reference)

Remuneration Committee
The remuneration committee meets regularly to make recommendations to the Board on the Company's policy and structure for all remuneration of directors and senior management, and on the establishment of a formal and transparent procedure for developing policy on such remuneration. The committee also reviews and approves the performance-based remuneration by reference to corporate goals and objectives resolved by the Board from time to time.
(Terms of Reference)

Corporate Transparency
The Group maintains a high level of corporate transparency and has frequent interactions with shareholders, investors and media through different channels. Apart from interim and annual results announcements made in accordance with requirements of the Listing Rules of the Main Board, the Group has moved further beyond mere compliance and has volunteered to issue additional quarterly results since 2001.

Moreover, in order to provide investors with more information for evaluating the Group's performance in a timely manner, the Group made a further step to release monthly shipment data of its core products. The disclosure is voluntary and beyond regulatory requirements. While such practice is not common for companies listed on the Stock Exchange of Hong Kong, our move was welcomed by investors and shareholders.