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Lenovo Group Limited Annual Report 2007/08 33
As at the date of this annual report, there are twelve Board members consisting of two executive directors, six
non-executive directors and four independent non-executive directors. Mr. John W. Barter III, an independent
non-executive directors of the Company, has the appropriate professional qualifications, or accounting or related
financial management expertise as required under the Listing Rules. The biographies and responsibilities of
directors and senior management are set out on pages 56 to 59 of this annual report.
During the year and up to the date of this report, the following changes in the Board composition of the Company
took place: (i) Ms. Ma Xuezheng was re-designated from an executive director to a non-executive director while Mr.
Wong Wai Ming resigned as an independent non-executive director both on May 23, 2007; (ii) Dr. Tian Suning was
appointed as an independent non-executive director with effect from August 2, 2007; (iii) Mr. Vince Feng resigned
as the alternate director to Mr. William O. Grabe, a non-executive director, on November 2, 2007; and (iv) Mr.
Shan Weijian has tendered his resignation as a non-executive director with effect from May 23, 2008 whereas his
alternate Mr. Daniel A. Carroll ceased to act in such position on the same date.
Dr. Tian’s appointment as a new director of the Company was reviewed by the Governance Committee, which
recommended to the Board for approval. The appointment is further subject to re-election by shareholders at
the forthcoming annual general meeting of the Company pursuant to Article 92 of the Company’s Articles of
Association.
Save for the relationships (including financial, business, family, other material and relevant relationships) as
detailed below and in the biography of directors set out on pages 56 to 58 of this annual report, there is no other
relationship among the Board and the chief executives to the best knowledge of the Board members as at the date
of this annual report:
1. Mr. Liu Chuanzhi and Mr. Zhu Linan, non-executive directors, also serve on the board of directors of Legend
Holdings Limited, the controlling shareholder of the Company.
2. Among the non-executive directors of the Company, Mr. James G. Coulter and Mr. Shan Weijian were
nominated by TPG Capital (formerly known as TPG) and Newbridge Capital Group (integrated with TPG
Capital) respectively pursuant to an Investment Agreement dated March 30, 2005, details of which were
disclosed in the Company’s circular dated April 20, 2005, and had appointed respective alternate directors.
Mr. James G. Coulter, Mr. Justin T. Chang (alternate director to Mr. Coulter), Mr. Shan Weijian and Mr. Daniel A.
Carroll (alternate director to Mr. Shan), all currently being partners of TPG Capital, are business related persons
based on the historic relationship between their respective organizations and the integration of TPG Capital
and Newbridge Capital Group. In 2007, Ms. Ma Xuezheng, a non-executive director of the Company, became a
managing director of TPG Capital. Thus, Ms. Ma is work associate of Mr. Coulter, Mr. Chang (alternate director
to Mr. Coulter), Mr. Shan and Mr. Carroll (alternate director to Mr. Shan) in TPG Capital.
3. Mr. William O. Grabe, a Managing Director of General Atlantic Group, was nominated by General Atlantic
Group as a non-executive director of the Company pursuant to an Investment Agreement dated March 30,
2005, details of which were disclosed in the Company’s circular dated April 20, 2005. Mr. Grabe is related to
Mr. John W. Barter III, an independent non-executive director of the Company, in that (i) Mr. Barter serves on
the board of Genpact Limited and Dice Holdings Inc. which are portfolio companies of General Atlantic Group
and (ii) Mr. Barter is a limited partner co-investor in an investment fund company managed by General Atlantic
Group. In this respect, Mr. Grabe and Mr. Barter are business related by their bonds with General Atlantic
Group.
4. Mr. Shan Weijian, a non-executive director of the Company, and Mr. Wong Wai Ming, a past director and the
present Chief Financial Officer of the Company, are both directors of China Unicom Limited.
There is no such relationship as between the Chairman and the Chief Executive Officer.