Vision - Alibaba
Vision - Alibaba
Vision - Alibaba
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74 Annual Report 2007<br />
We have appointed N M Rothschild & Sons (Hong Kong) Limited as our compliance adviser, who shall provide<br />
our board with professional advice and guidance in respect of compliance with the Listing Rules and applicable<br />
laws. We also provide important updates to all directors when necessary to ensure that they are fully aware of any<br />
changes in the business and regulatory environment in places where <strong>Alibaba</strong>.com conducts its business.<br />
We maintain appropriate directors’ and offi cers’ liabilities insurance commensurate with our business operations<br />
and assessed exposures.<br />
CHAIRMAN AND CHIEF EXECUTIVE OFFICER<br />
To avoid the concentration of power in any single individual, the positions of chairman and chief executive<br />
offi cer are held by two different individuals who have distinct and separate roles. Our chairman, MA Yun, Jack is<br />
responsible for ensuring that our board properly discharges its responsibilities and conforms to good corporate<br />
governance practices and procedures. As the chairman of our board, he is also responsible for making sure that<br />
all directors are properly briefed on issues arising at our board meetings, and that all directors receive accurate,<br />
timely and reliable information. Our chief executive offi cer, WEI Zhe, David is responsible for providing leadership<br />
for the senior management team and for implementing the policies and development strategies approved by our<br />
board.<br />
NON-EXECUTIVE DIRECTORS<br />
Our non-executive directors are appointed for a specifi c term of not more than three years and are subject to<br />
retirement by rotation as provided in our articles of association.<br />
REMUNERATION OF DIRECTORS<br />
Role and function of remuneration committee<br />
Our remuneration committee, established by our board on October 12, 2007, has the following principal<br />
responsibilities:<br />
(i) making recommendations to our board on policy and structure for all remuneration of directors and senior<br />
management and on the establishment of a formal and transparent procedure for developing a policy on<br />
such remuneration;<br />
(ii) determining the specifi c remuneration packages of our executive directors and senior management;<br />
(iii) reviewing and approving performance-based remuneration by reference to corporate goals and objectives<br />
resolved by the directors from time to time; and<br />
(iv) considering and approving the grant of share options and restricted share units to eligible participants<br />
pursuant to our share option scheme and restricted share unit scheme.<br />
We have adopted written terms of reference, which clearly defi ne the role, authority and function of our<br />
remuneration committee. We have posted the terms of reference on our website.