The sustainability governance structure of the Group provides a solid foundation for developing and delivering on its commitment to sustainability. It is embedded at all levels of the Group, including the Board, the Sustainability Committee, the Audit Committee, the Working Groups and Business Units. This governance structure guides the Group in implementing sustainability strategies, managing goals, setting targets and reporting processes, strengthening relationships with stakeholders, and ensuring accountability across its businesses.
A suite of foundational policies, including the Sustainability Policy (formerly known as "Corporate Social Responsibility Policy"), serves as the ultimate guiding principles for sustainability practices within the Group. They are critical in translating the values of the Group into actions, reinforcing the commitments of the Group to business integrity, people, environment and the community in which it operates.
The sustainability governance of the Group is bolstered by the bi-annual self assessment review across the business units. Together with internal audit assurance, they serve as an important tool for the Group to manage its enterprise and process risks as well as to ensure statutory and regulatory compliance including sustainability-related reporting, in order to provide reasonable assurance to the Board, via the Sustainability Committee and the Audit Committee, on an ongoing basis.
The Board has ultimate accountability for the sustainability strategy, management, performance and reporting of the Group through the support of the Sustainability Committee and the Audit Committee. The Board examines and approves the sustainability objectives, strategies, priorities, initiatives and goals, as well as related significant policies and framework of the Group that support their achievement.
The Sustainability Committee and the Audit Committee report to the Board on sustainability risks and opportunities, which the Board periodically examines and reviews with the committees, and their impact on business strategies, including new investments.
The Group values the benefits of a diverse Board that possesses a balance of skills set, expertise, experience and perspective. Appointment of Directors is based on attributes that the selected Director will bring to the Board. Female directors accounted for 22% of the Board in 2021.
The Sustainability Committee, formed in 2020 as a Board Committee, is chaired by Ms Edith Shih, a Non-executive Director and the Company Secretary with Mr Koo Sing Fai, Executive Director and Chief Executive Officer, and Dr Wong Yick Ming, Rosanna, Independent Non-executive Director, as members. The Sustainability Committee advises the Board and management on and oversees the development and implementation of the sustainability initiatives of the Group, including reviewing related policies and practices as well as assessing and making recommendations on matters pertaining to the sustainability governance, strategies, planning and risk management of the Group. The Sustainability Committee holds meeting at least twice a year.
The Audit Committee maintains oversight of the effectiveness of the financial reporting, risk management and internal control systems of the Group. It is also responsible for reviewing the corporate governance policies and practices of the Group, including compliance with legal and regulatory requirements.
The terms of reference for these Committees, which have been adopted by the Board, are available on the websites of the Company and HKEx.
Sustainability Working Group
The Sustainability Working Group is co-chaired by the Chief Executive Officer and the Chief Financial Officer, and comprises senior executives from business units linked to sustainability topics which are deemed material to the Group. This broad-based involvement ensures that the wider interests of the Group in the development of sustainability strategies are adequately represented.
Governance Working Group
The Governance Working Group is chaired by a Non-executive Director and comprises representatives from various business functions of the Group. The Governance Working Group assists the Audit Committee and Sustainability Committee on governance tasks by providing timely reviews and updates, identifying emerging matters on compliance, and establishing appropriate compliance policies and procedures for adoption.
Cyber Security Working Group
The Cyber Security Working Group, chaired by the Chief Financial Officer, comprises relevant technical specialists from the Information Technology department and the Business Assurance & Compliance function. It oversees the cyber security defences of the Group to ensure that its efforts in this area are effective, coherent and well-coordinated.
Internal Audit Assurance
The internal audit function reports directly to the Audit Committee and provides independent assurance as to the existence and the effectiveness of risk management activities and internal controls systems including those relating to sustainability.
Sustainability Risk Management
As part of its enterprise risk management, the Group conducts a self-assessment review to evaluate its enterprise risk management, its operations, as well as statutory and regulatory compliance matters such as tax and anti-fraud and anti-bribery practices on a half-yearly basis. A review of the goals and targets addressing sustainability issues also forms part of the self-assessment review. The self-assessment results are subject to internal audits, which are then submitted to the Directors, the Audit Committee and the Sustainability Committee for review and approval. Relevant results are also shared with external auditors.
Key governance and sustainability policies and guidelines of the Group, the Corporate Governance Report and the Sustainability Report are posted on the website of the Company.