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2011 - Li & Fung Limited

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GROUP CHAIRMAN AND EXECUTIVE DEPUTY CHAIRMAN<br />

The role of the Group Chairman is separate from that of the<br />

Group Managing Director who was designated as Executive<br />

Deputy Chairman on 18 May <strong>2011</strong>. This is to enhance their<br />

respective independence, accountability and responsibility. Their<br />

respective responsibilities are clearly established and defined in<br />

writing by the Board.<br />

Group Chairman • responsible for ensuring that the Board is<br />

functioning properly, with good corporate<br />

governance practices and procedures.<br />

Executive Deputy • responsible for managing the Group’s<br />

Chairman business, including the implementation of<br />

major strategies and initiatives adopted<br />

by the Board with the support from<br />

other Executive Directors and Senior<br />

Management, and within those authorities<br />

delegated by the Board.<br />

ROLES AND RESPONSIBILITIES OF THE BOARD<br />

The Board is responsible for setting up the overall strategy as<br />

well as reviewing the operation and financial performance of<br />

the Group. The Board reserved for its decision or consideration<br />

matters covering overall Group strategy, major acquisitions<br />

and disposals, annual budgets, annual and interim results,<br />

recommendations on Directors’ appointment or reappointment,<br />

approval of major capital transactions and other significant<br />

operational and financial matters.<br />

The Non-executive Directors (majority of whom are<br />

independent), who combine to offer diverse industry expertise,<br />

serve the important function of advising the management on<br />

strategy and ensuring that the Board maintains high standards<br />

of financial and other mandatory reporting requirements as well<br />

as providing adequate checks and balances for safeguarding<br />

the interests of shareholders and the Company as a whole.<br />

CORPORATE GOVERNANCE (CONTINUED)<br />

DELEGATION TO MANAGEMENT<br />

Day-to-day operational responsibilities are specifically delegated<br />

by the Board to management. Major matters include:<br />

• the preparation of annual and interim accounts for Board<br />

approval before public reporting;<br />

• execution of business strategies and initiatives adopted by<br />

the Board;<br />

• monitoring of operating budgets adopted by the Board;<br />

• implementation of adequate systems of risk management<br />

and internal control procedures; and<br />

• compliance with relevant statutory requirements, rules and<br />

regulations.<br />

BOARD AND COMMITTEE MEETINGS<br />

Board meetings are scheduled one year in advance to facilitate<br />

maximum attendance by Directors. The meeting agenda is<br />

set by the Group Non-executive Chairman in consultation with<br />

members of the Board. Senior Management is usually invited<br />

to join Board meetings to enhance the Board and management<br />

communication. External auditor attended the Company’s <strong>2011</strong><br />

Annual General Meeting to answer any questions from the<br />

shareholders on the audit of the Company.<br />

LI & FUNG LIMITED | ANNUAL REPORT <strong>2011</strong><br />

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