As a company wholly owned and directly managed by Sinochem Holdings, Sinochem HK strictly complies with Sinochem Holdings’ governance policies and regulations in its governance system to ensure that its regulations on organisational structure, decision-making hierarchy, division of powers and responsibilities are in line with those of Sinochem Holdings. Sinochem Holdings has established a governance system of compliance and efficiency, with powers and responsibilities clearly assigned, and has set up a corporate governance structure with the Board of Directors as the core of leadership.

The Board of Directors of Sinochem Holdings has long provided comprehensive oversight and direction to Sinochem HK, as well as steadfast support for Sinochem HK’s decision-making and growth. The Board of Directors of Sinochem Holdings has defined the responsibilities of its own and its committees in accordance with the Articles of Association, the Rules of Procedure of the Board of Directors, and other corporate governance system documents. The implementation of governance principles from the top down effectively standardises the corporate governance model.

The Board of Directors of Sinochem Holdings is comprised of the Strategy and Investment Committee, the Compensation and Evaluation Committee, the Audit and Risk Committee, the Supervision Committee, and the Nomination Committee. They provide professional review advice for the decision-making of the Board of Directors of Sinochem Holdings. As Sinochem Holdings’ offshore financing platform and key investment and holding platform, Sinochem HK is subject to the oversight and guidance of the specialised committees of Sinochem Holdings’ Board of Directors in matters including corporate strategic planning, investment decision-making, audit, and risk management. In addition, Sinochem HK actively cooperates with the governance of Sinochem Holdings’ Board of Directors in order to contribute to the execution of strategies, development of the risk management system, and sustainable development of Sinochem Holdings.

When selecting candidates for the Board of Directors, Sinochem Holdings takes into account various factors such as gender and cultural background. It also strengthens the Board of Directors in terms of professional skills and industry experience and continues to pursue a diversified composition. As at 31 March 2023, Sinochem Holdings’ Board of Directors had a total of nine members, including five external directors and one employee director. This composition ensures the independence of the Board of Directors and the rationality of its decisions.

Anti-corruption and Promoting Integrity

Sinochem HK is dedicated to fostering an ethical and accountable business environment. Adhering to the fundamental principle of honesty and dependability, it has established a robust business ethics management system and continuously promote a culture of integrity in order to establish a healthy corporate ecosystem.

ABusiness Ethics and Anti-corruption Management: Sinochem HK highly values business ethics and strictly adheres to all applicable anti-commercial bribery laws and regulations of the Chinese mainland and Hong Kong; has a “zero tolerance” policy for commercial bribery and corruption, defined all corrupt and bribery behaviours and potential behaviours, including but not limited to offering or accepting bribes, embezzlement, encroachment, extortion, fraud and money laundering, and implemented appropriate management measures; provides integrity training and education to all employees, including management, in order to continuously increase its awareness of business ethics and anti-corruption; committed to establishing a fair and honest cooperation environment with its suppliers and other business partners and an open and trustworthy cooperation mechanism

Whistleblowing and Whistleblower Protection: Sinochem HK prioritises the management of complaints and reports and the protection of whistleblowers. It has developed the Sinochem HK Whistleblower Policy to regulate whistleblowing channels. In addition, Sinochem HK has defined the authority and responsibilities for complaining and whistleblowing and improved the handling and management process for whistleblowing to ensure that complaints and reports are dealt with expeditiously and effectively; Sinochem HK works hard to protect the rights and interests of whistleblowers. To provide solid protection and support for whistleblowers, Sinochem HK has implemented a number of whistleblower protection measures

Internal Control and Compliance

Sinochem HK, as a wholly-owned subsidiary of Sinochem Holdings, strictly observes the internal risk control and compliance management policies and systems of Sinochem Holdings and actively implements its risk and compliance requirements. Sinochem HK ensures the implementation of internal risk control and compliance management and continue strengthening the resilience.

Risk Management System: Sinochem HK places significant emphasis on risk management and internal control. The Sinochem Holdings Risk Management Measures and the operational incident work system are fully implemented. Furthermore, Sinochem HK continue to improve our risk management framework in accordance with the Company’s actual situation in order to effectively ensure risk management implementation

Compliance Management System: As a wholly-owned subsidiary of Sinochem Holdings, Sinochem HK strictly adheres to all rules of Sinochem Holdings’ compliance system and implements Sinochem Holdings’ compliance-related management regulations. Annually, all Sinochem HK employees, including the General Manager and department heads, must sign the Sinochem Holdings Compliance Responsibility Statement. Based on Sinochem Holdings’ compliance management mechanism, Sinochem HK has also established a compliance management system to ensure legal compliance

Compliance Culture Building: Sinochem HK strives to increase employees’ risk compliance awareness. To achieve this, Sinochem HK promotes a compliance culture in all areas, fosters an environment conducive to compliance and risk management, and integrates the concepts of risk management and compliance culture into the entire process of corporate culture development. All employees receive training on the fundamental knowledge and skills of risk management, and key positions receive training on the fundamentals of the risk management culture