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Corporate Governance

    Corporate Governance

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      Bank of Jinzhou currently has the following committees under the Board: a strategy committee, an audit committee, a nomination and remuneration committee, a related-party transactions control committee, a risk management committee and a consumer protection committee. The committees operate in accordance with terms of reference established by our Board.

      Strategy Committee

      Mr. WEI Xuekun (Chairman)
      Mr. GUO Wenfeng
      Mr. YU Jun
      Mr. ZHAO Chuanxin
      Mr. WANG Xiongyuan
      Mr. SU Mingzheng

      The primary duties of the Strategy Committee include the following: formulating the operation goals and long-term development strategies of our Bank; supervising and inspecting the implementation of annual operating plans and investment proposals; evaluating and making proposals on any major capital operations or asset management projects of our Bank that is subject to approval of the Board; evaluating and making proposals on any major events that may affect the development of our Bank; and any other duties authorized by the board.

      Audit Committee
      Mr. WANG Xiongyuan (Chairman)
      Ms. NING Jie
      Ms. GU Jihong
      Mr. XIAO Geng
      Mr. SU Mingzheng

      The primary duties of the Audit Committee include the following: inspecting the accounting policies, financial condition and financial reporting procedures of our Bank; assessing the risk and compliance status of our Bank; taking charge of the annual audit work of our Bank, formulation reports regarding the authenticity, integrity and accuracy of such audited information and reporting the same to approval of the Board; reviewing the internal control system of our Bank and auditing major related-party transactions; and any other duties authorized by the Board.

      Nomination and Remuneration Committee
      Mr. WU Jun (Chairman)
      Mr. YU Jun
      Mr. ZHAO Chuanxin
      Mr. XIE Taifeng
      Mr. SU Mingzheng

      The primary duties of the Nomination and Remuneration Committee include the following: studying, formulating, reviewing and proposing the proposals in connection with the remuneration plans for Directors and senior management members, and supervising the implementation of such proposals; formulating the procedures and criteria for selecting and appointing Directors and senior management members; conducting preliminarily reviews on the qualifications and conditions of candidates for Directors and senior management members and making proposals to the Board; formulating the appraisal criteria for Directors and senior management members, proceeding with implementation and making proposals to the Board; searching for qualified candidates for Directors and senior management members; and any other duties authorized by the Board.

      Related-party Transactions Control Committee
      Mr. XIAO Geng (Chairman)
      Mr. YANG Weihua
      Ms. NING Jie
      Mr. XIE Taifeng
      Mr. WU Jun

      The primary duties of the Related-party Transactions Control Committee include the following: managing our Bank’s related-party transactions according to the relevant laws, rules and regulations, and formulating related-party transactions management system; identifying our Bank’s related-party according to the relevant laws, rules and regulations, and reporting to the Board, the Board of Supervisors and relevant China banking regulatory agencies; reviewing our Bank’s related-party transactions according to the relevant laws, rules and regulations and in accordance with commercial principles of arm’s length; formulating written reports regarding fairness of major related-party transactions and particularly significant related-party transactions and the implementation status of our internal approval procedures by the independent non-executive Director member; and any other duties authorized by the Board.

      Risk Management Committee
      Mr. XIE Taifeng (Chairman)
      Mr. KANG Jun
      Mr. YANG Weihua
      Ms. NING Jie
      Mr. LYU Fei
      Mr. XIAO Geng

      The primary duties of the Risk Management Committee include the following: supervising the control and credit risk, market risk, operation risk and other risks by senior management; conducting regular assessment on the risk management status of our Bank, evaluating the work procedures and efficiency of the risk control; department of our Bank and making proposals on improvement in risk control and internal control of our Bank; formulating risk management strategies and risk quota management policies; reviewing the asset liability management policies of our Bank; and any other duties authorized by the Board.

      Consumer Protection Committee
      Mr. GUO Wenfeng (Chairman)
      Mr. KANG Jun
      Ms. GU Jihong
      Mr. LYU Fei
      Mr. LUO Nan

      The primary duties of the Consumer Protection Committee include the following: formulating the strategies, policies and objectives of consumer protection; urging the senior management of the Bank to effectively implement relevant works and review their periodic reports; supervising and evaluating the comprehensiveness, timeliness, effectiveness and performance of the Bank’s consumer protection work and relevant performance of the Bank’s senior management; advising the Board on the resolutions in relation to consumer protection to be presented to the Board; and other duties and powers as stipulated by the laws and regulations, the Articles of Associations of the Bank, and as authorized by the Board.

      COMMITTEE UNDER THE BOARD OF SUPERVISORS
      In addition to the above commits under the Board. Bank of Jinzhou has also established a supervising committee and a nomination committee under our Board of Supervisors with written terms of reference.

      Supervising Committee
      Mr. HU Guojie
      Mr. GUO Limao
      Ms. WU Haiou

      The primary duties of the supervising committee include the following: drafting specific plans on supervising and examining our Bank’s financial activities and implement such plans; supervising the Board to establish steady business operation principle and values as well as practicable development strategy; drafting off-office auditing plans for Directors and senior management; conducting supervising and inspection on our Bank’s business operation, risk management and internal control and any other duties authorized by the Board of Supervisors.

      Nomination Committee
      Mr. MENG Xuefeng
      Mr. GUO Limao
      Mr. LIU Liguo

      The primary duties of the nomination committee include the following: making proposals to the Board of Supervisors in relation to the scale and composition of the Board of Supervisors; studying the procedures and criteria for selecting and appointing Supervisors and making proposals to the Board of Supervisors; searching for qualified candidates for Supervisors; conducting preliminarily reviews on the qualifications and conditions of candidates for Supervisors nominated by shareholders and making proposals to the Board of Supervisors; and any other duties authorized by the Board of Supervisors.

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