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The board of directors consists of 7 directors, 2 of whom are executive directors, namely Wu Lei and Zhu Zhaokai, 2 are non-executive directors, namely Shao Jun and Lu Wen, and 3 are independent non-executive directors, namely Xu Jianxin, Liu Yunhong and Du Zhaohui. Independent non-executive directors account for one-third of seats on the Board of Directors.

Wu&32;Lei

Dr. WU is currently the secretary of the Party Committee, executive Director and chairman of the Board of the Company, the secretary of the Party Committee and chairman of the board of directors of Shanghai Electric Holding Group Co., Ltd. (上海電氣控股集團有限公司), and a representative to the 16th Shanghai Municipal People’s Congress. Dr. WU served as the deputy general manager of SAIC Motor Manufacturing Co., Ltd., assistant to chairman of SAIC Motor Corporation Limited, deputy general manager of Volkswagen Transmission (Shanghai) Co., Ltd., executive director of the finance department of Shanghai Automotive Industry Corporation (Group), member of the disciplinary inspection committee and chief financial officer of Shanghai Automotive Industry Corporation (Group), vice president of SAIC Motor Corporation Limited, deputy head of planning department at the Ministry of Industry and Information Technology of China (temporary post), deputy director of Shanghai Municipal Commission of Ec...

Liu&32;Ping

Director, the president and deputy secretary of the Party Committee of the Company. Mr. LIU served as the executive vice manager of the Finance Department of Shanghai Textile Holdings (Group) Company, the deputy general manager of Shanghai Dragon Corporation, the deputy general manager of the Commerce Business Department of Shanghai Fosun High Technology (Group) Co., Ltd., the deputy chief accountant of Shanghai Textile Holdings (Group) Company, the general manager of the Assets Operation Department of and the Chief Finance Officer of Shangtex Holding Co., Ltd., the Chief Finance Officer of Shanghai Textile Holdings (Group) Company, the vice president of Shangtex Holding Co., Ltd., a member of the standing committee under and a member of Shanghai Changning District Party Committee and deputy Changning District Chief, the president, the deputy secretary of CPC Party Committee of and a director of Bright Food (Group) Co., Ltd.. Mr. LIU obtained a master's degree of engineering majoring i...

Zhu&32;Zhaokai

Director, Deputy Secretary of the Party Committee and HR Manager of the Company. Mr. Zhu has extensive experience in power generation equipment manufacturing. Mr. Zhu served as the Deputy Secretary of the Party Committee and Secretary of the Commission for Discipline Inspection of Shanghai Electric Power Station Equipment Co., Ltd. Shanghai Turbine Works and Shanghai Turbine Works Co., Ltd. from 2001 to 2009, Secretary of the Party Committee and Executive Director of Shanghai Electric Power Station Equipment Co., Ltd. Shanghai Turbine Works and Shanghai Turbine Works Co., Ltd. from 2009 to 2011, and Secretary of the Party Committee of Shanghai Electric Power Generation Group since 2013. Mr. Zhu graduated from Hefei University of Technology with a bachelor's degree in engineering and obtained an EMBA degree from Shanghai Jiao Tong University. He is a senior economist.

Yao&32;Minfang

Non-Executive Director of the Company. Ms. Yao was the Head and Deputy Manager of the Investment Department of Shenergy Co., Ltd. from 2000 to 2006. Since Sept. 2006, she has successively held the posts of Deputy Manager and Manager of the Investment Management Department, Deputy Chief Engineer and Director of Science and Technology Innovation Center of Shenergy (Group) Co., Ltd. Ms. Yao graduated from the Dynamics Department of the University of Shanghai for Science and Technology with a master's degree. She is a professor-level senior engineer.

Lu&32;Wen

LU Wen is currently a non-executive Director of the Company, a member of the Party Committee, vice president, employee director and chairlady of the labor union of Shanghai State-owned Capital Investment Co., Ltd., a director of Arcplus Group PLC, a director of Shanghai Futeng Private Equity Fund Management Co., Ltd., a supervisor of Shanghai State-owned Capital Investment FOF Co., Ltd., a director and chairlady of board of directors of Comprehensive Reform Experimental Enterprise Management (Shanghai) Co., Ltd. and a supervisor of Shanghai SDIC Pioneer Private Equity Fund Management Co., Ltd. (上海國投先導私募基金管理有限公司). Ms. Lu served as an audit manager of PricewaterhouseCoopers Zhong Tian LLP, the deputy general manager of Shanghai Lingang Fengxian Economic Development Co., Ltd., the deputy general manager of Shanghai Industrial Zone Development Corporation, the executive deputy general manager of Shanghai Lingang Economic Development (Group) Investment Management Co., Ltd., ...

Xu&32;Jianxin

Mr. XU Jianxin, aged 63, currently serves as the senior vice president of Shanghai Purest Investment Management Co., Ltd., an independent director of Bank of Shanghai Co., Ltd. and Shanghai Shunho New Materials Technology Co., Ltd. From February 1982 to November 1997, Mr. XU served as a lecturer and associate professor of accounting at Shanghai University of Finance and Economics. From November 1997 to December 2014, he served as the deputy chief accountant, director, chief financial officer, and chief economist of Orient International (Holding) Co., Ltd. From May 2014 to May 2017, he served as an independent director of Baida Group Co., Ltd., a company listed on the Shanghai Stock Exchange (stock code: 600865). Since January 2015, he has served as the senior vice president of Shanghai Purest Investment Management Co., Ltd. Since June 2015, he has served as an independent director of Shanghai Shunho New Materials Technology Co., Ltd., a company listed on the Shanghai Stock Exchange (s...

Liu&32;Yunhong

Dr.&32;Liu&32;currently&32;serves&32;as&32;an&32;independent&32;non-executive&32;Director&32;of&32;the&32;Company,&32;the&32;deputy&32;head&32;of&32;the&32;Institute&32;of&32;International&32;MA&32;and&32;Investment&32;of&32;Renmin&32;University&32;of&32;China&32;and&32;the&32;head&32;of&32;Foresea&32;Life&32;Insurance&32;(Shanghai)&32;Research&32;Institute,&32;an&32;independent&32;director&32;of&32;Sinolink&32;Securities&32;Co.,&32;Ltd.,&32;an&32;independent&32;director&32;of&32;Everbright&32;Securities&32;Co.,&32;Ltd.,&32;an&32;independent&32;director&32;of&32;Bank&32;of&32;Guiyang&32;Co.,&32;Ltd.,&32;an&32;independent&32;director&32;of&32;BOCOM&32;International&32;Trust&32;Co.,&32;Ltd.&32;(交銀國際信托有限公司),&32;an&32;adjunct&32;professor&32;and&32;tutor&32;of&32;postgraduates&32;of&32;Renmin&32;University&32;of&32;China,&32;Shanghai&32;University&32;of&32;Finance&32;and&32;Economics&32;and&32;East&32;China&32;University&32;of&32;Political&32;Science&32;and&32;Law.&32;Dr.&32;Liu&32;has&32;served&32;as&32;the&32;head&32;of&32;Legal&32;and&32;Compliance&32;Division&32;of&32;Guotai&32;Asset&32;Management&32;Co.,&32;Ltd.,&32;did&32;postdoctoral&32;research&32;work&32;at&32;the&32;Shanghai&32;Stock&32;Exchange,&32;served&32;as&32;general&32;manager&32;of&32;Investment&32;Banking&32;Department&32;of&32;Aerospace&32;Securities&32;Co.,&32;Ltd.&32;and&32;successively&32;served&32;as&32;the&32;general&32;manager&32;of&32;the...

Du&32;Zhaohui

Dr.&32;DU&32;Zhaohui,&32;aged&32;59,&32;is&32;currently&32;the&32;independent&32;non-executive&32;Director&32;of&32;the&32;Company,&32;the&32;dean&32;and&32;Distinguished&32;Professor&32;of&32;the&32;School&32;of&32;Mechanical&32;and&32;Power&32;Engineering&32;of&32;Shanghai&32;Jiao&32;Tong&32;University.&32;He&32;is&32;also&32;the&32;executive&32;director&32;of&32;the&32;Chinese&32;Dynamic&32;Engineering&32;Society&32;(中國動力工程學會),&32;and&32;chairman&32;of&32;the&32;Shanghai&32;Engineering&32;Thermophysics&32;Society&32;(上海市工程熱物理學會).&32;Dr.&32;DU&32;was&32;a&32;postdoctoral&32;researcher&32;and&32;guest&32;researcher&32;at&32;Tokyo&32;University&32;in&32;Japan,&32;Seoul&32;National&32;University&32;in&32;Korea,&32;and&32;the&32;University&32;of&32;Illinois&32;Urbana-Champaign&32;in&32;the&32;U.S..&32;Dr.&32;DU&32;was&32;the&32;executive&32;vice&32;dean&32;of&32;the&32;Graduate&32;School&32;and&32;the&32;secretary&32;of&32;the&32;Party&32;committee&32;of&32;the&32;School&32;of&32;Mechanical&32;and&32;Power&32;Engineering&32;of&32;Shanghai&32;Jiao&32;Tong&32;University.&32;Dr.&32;DU&32;is&32;engaged&32;in&32;the&32;theoretical&32;and&32;experimental&32;research&32;on&32;power&32;machinery.&32;In&32;the&32;past&32;five&32;years,&32;he&32;has&32;presided&32;over&32;more&32;than&32;20&32;projects&32;of&32;the&32;National&32;Natural&32;Science&32;Foundation&32;of&32;China,&32;major&32;projects&32;of&32;the&32;National&32;...

The members of the Board of Directors come from diverse professional backgrounds and have expertise in corporate management, technology development, financial management, strategic investment, human resources management, etc. The independent non-executive directors of the Company are familiar with the rights and obligations of both directors and independent non-executive directors of listed companies. By adopting a prudent and responsible attitude and giving full play to their experience and expertise, the independent non-executive directors have made great efforts in improving corporate governance and deliberating on major decisions. They give pertinent and objective opinions on major issues and connected transactions of the Company, promoting the scientific and standardized decision-making of the Board of Directors and effectively safeguarding the interests of the Company and its shareholders.


The Board of Directors formulates the Group&39;s overall development strategy, monitors its financial performance and maintains effective supervision of the management. The Board of Directors works to maximize the interests of shareholders over the long run and to coordinate the business objectives and development directions of the group with the current economic and market environment. Daily operation and management are entrusted to the management.


Nomination&32;Committee

The Board of Directors of the Company has established a Nomination Committee. The Committee can nominate candidates for the Board of Directors according to the terms of reference of the Nomination Committee. Pursuant to the Articles of Association, the Company&39;s shareholders can also nominate director candidates. The list of director candidates is proposed and submitted by the Company&39;s Board of Directors to the Shareholders&39; Meeting of the Company for approval. Written notice of the nomination of a director candidate and the candidate&39;s indication of his/her willingness to accept the nomination shall be sent to the Company no earlier than the date of the notice of shareholders&39; meeting and no later than the date of the shareholders&39; meeting. The period of nomination and acceptance of nomination shall not be less than 7 days.

The Company&39;s Nomination Committee is composed of two independent non-executive directors, Du Zhaohui and Xu Jianxin and an executive director, Zhu Zhaokai. Du Zhaohui serves as the Chairman.

The Company&39;s Nomination Committee is primarily responsible for establishing the criteria, procedures and methods for the selection of director candidates, proposing to the Board of Directors the selection of director candidates and determining the qualified candidates, optimizing the composition of board members, and improving the corporate governance structure.


Strategy&32;Committee

The Company&39;s Board of Directors has established a Strategy Committee that is composed of four members: Wu Lei, Du Zhaohui and Xu Jianxin . 

The Strategy Committee meets regularly and primarily deliberates on the strategic planning of the Company.


Compensation&32;Committee

The Company&39;s Compensation Committee is composed of two independent non-executive directors, Du Zhaohui, Xu Jianxin and Liu Yunhong. Du Zhaohui serves as the Chairman.

The Compensation Committee meets regularly every year, basically discusses and deliberates on the remuneration of the company&39;s directors, supervisors and senior executives as well as the procedures for establishing a remuneration plan, and proposes suggestions to the Board of Directors.


Audit&32;Committee

The Company&39;s Audit Committee is primarily responsible for reviewing and supervising the financial reporting procedure and the internal control system, reporting its findings and recommendations to the Board of Directors, reviewing quarterly, semi-annual and annual financial statements as well as connected transactions, and reviewing the appointment and remuneration of auditors and other matters.

The Company&39;s Audit Committee is composed of three independent non-executive directors, Xu Jianxin, Du Zhaohui and Liu Yunhong, and a non-executive director, Shao Jun. Mr. Xu Jianxin serves as the Chairman. The working rules of the Audit Committee are revised in accordance with the latest securities listing rules issued by the Stock Exchange of Hong Kong Limited: the number of times the Audit Committee meets the auditor in the absence of the management is changed from at least once a year to at least twice a year, to discuss matters related to audit fees, any matters arising from the audit work, and other matters that the auditor would like to raise.


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