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Annual Report 2013
BOARD COMPOSITION AND GUIDANCE
Principle 2
The Board has ten (10) members: two (2) Executive Directors, four (4) Non-Executive Directors and four (4) Non-Executive
Independent Directors. No individual or group of individuals dominates the Board’s decision-making. Collectively, the Non-
Executive Directors and Non-Executive Independent Directors bring a wide range of experience and expertise as they all
currently occupy or have occupied senior positions in industry and public life, and as such, each contributes significant
weight to Board decisions. None of the Non-Executive Independent Directors has any relationship with the Company, its
related companies or its officers that could interfere, or be reasonably perceived to interfere, with the exercise of the director’s
independent business judgment with a view to the best interests of the Company.
The Board believes that there is a strong and independent element on the Board and allows the Board to exercise objective
judgment on corporate affairs independently from Management and 10% shareholders. It noted that the requirement for
independent directors to make up at least half of the Board where the Chairman is not an independent director (Guideline 2.2 of
the CG Code 2012) is not applicable to the Company until its financial year commencing 1 January 2017.
The Board of COSCO Corporation comprises the following members:
Li Yun Peng Chairman and Non-Independent and Non-Executive Director
Wu Zi Heng Vice Chairman, President and Non-Independent Executive Director
Liu Lian An Non-Independent Executive Director
Wang Yu Hang Non-Independent and Non-Executive Director
Wang Hai Min Non-Independent and Non-Executive Director
Ma Zhi Hong Non-Independent and Non-Executive Director
Tom Yee Lat Shing Non-Executive Lead Independent Director
Wang Kai Yuen Non-Executive Independent Director
Er Kwong Wah Non-Executive Independent Director
Ang Swee Tian Non-Executive Independent Director
The Directors’ profiles are set out on pages 52 to 56 of this Annual Report.
Board assesses the effectiveness of the Board as a whole and the contribution by each Director to the effectiveness of the Board
annually. It is of the view that the current size of the Board is appropriate and will facilitate effective decision making. The Board,
collectively, possess an appropriate balance and diversity of skills, experience and knowledge of the Company, which provide
core competencies such as accounting or finance, business or management experience, industry knowledge, strategic planning
experience and customer-based experience and knowledge.
Rigorous reviews have been carried out by the Board to assess the independent status of Mr Tom Yee Lat Shing (who was
appointed on 16 November 1993), Dr Wang Kai Yuen (who was appointed on 2 May 2001) and Mr Er Kwong Wah (who was
appointed on 20 December 2002), who have served on the Board beyond nine years. All of them are considered independent in
accordance with the Guideline 2.3 of the CG Code 2012.
The Board will continue reviewing the size and composition of the Board and the independent status of its directors on an
ongoing basis.
Directors are provided with regular updates on relevant new laws and regulations, and evolving commercial risks and business
conditions from the Company’s relevant advisors. Newly appointed directors would receive a formal letter setting out the
director’s duties and obligations and receive comprehensive and tailored induction and training in areas such as accounting,
legal and industry-specific knowledge on joining the Board. Annual visits are arranged for Non-Executive Independent Directors
to acquaint them with important operations overseas.
Corporate Gover nance and Transparency