Lenovo 2009 Annual Report Download - page 41

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2008/09 Annual Report Lenovo Group Limited
39
Each of the independent non-executive directors has made a confirmation of independence pursuant to rule 3.13 of
the Listing Rules. The Company is of the view that all independent non-executive directors meet the independence
guidelines set out in rule 3.13 of the Listing Rules and are independent in accordance with the terms of the guidelines.
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
The positions of the Chairman of the Board and CEO are held by separate individuals to ensure a segregation of
duties in order that a balance of power and authority is achieved. The Chairman leads the Board in the determination
of its strategy and in the achievement of its objectives whereas the CEO has delegated authority of the Board to take
direct charge of the Group on a day-to-day basis and is accountable to the Board for the financial and operational
performance of the Group.
As at the date of this annual report, the posts of Chairman and CEO were held by Mr. Liu Chuanzhi and Mr. Yang
Yuanqing respectively.
There is no relationship of any kind (including financial, business, family, other material and relevant relationships)
between the Chairman and the CEO.
BOARD COMMITTEES
The Company has preserved four board committees (“Board Committees”) with defined terms of reference (which are
available upon written request to the Company Secretary) – Audit Committee, Compensation Committee, Strategy
Committee and Governance Committee. The terms of reference of Audit Committee and Compensation Committee
reference those set out in the CG Code prevailing from time to time.
Should need arise, the Board will authorize an independent board committee comprising all the independent
non-executive directors to review, approve and monitor connected transactions (including continuing connected
transactions) that should be approved by the Board.
Minutes of committee meetings are circulated to members of the relevant Board Committees for comment and are open
for inspection by any director.