Lenovo 2012 Annual Report Download - page 39
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2011/12 Annual Report Lenovo Group Limited 37
3. To the best knowledge of the directors of the Company, Mr. Grabe has not relied on the remuneration given by the
Company and he is independent of any connected person and substantial shareholder of the Company;
4. The Company believes that Mr. Grabe is able to exercise his professional judgment and draw upon his extensive
knowledge in information technology, investment, employees compensation and corporate governance matters for the
benefit of the Company and its shareholders as a whole and, in particular, the independent shareholders; and
5. Mr. Grabe confirmed his independence to the Exchange in respect of each of the factors set out in rule 3.13 of the
Listing Rules that the Exchange takes into account in assessing the independence of a non-executive director.
In light of the above, notwithstanding Mr. Grabe’s relationship with the Company as a non-executive director prior to his re-
designation as an independent non-executive director, the Company is of the opinion that his current connection with the
Company will not affect his independence as an independent non-executive director and he will be able to carry out his
duties as an independent non-executive director impartially and independently.
Appointment and Election of Directors
Board appointment process
There is a formal and transparent procedure for the appointment of new directors to the Board, the primary responsibility
of which has been delegated to the Nomination and Governance Committee. The structure, size and composition of the
Board will be reviewed from time to time by the Nomination and Governance Committee to ensure that the Board has a
balanced skill and expertise for providing effective leadership to the Company.
Evaluation of the Board composition and establishment of
desired criteria for prospective directors
Meeting with candidates
Identification of candidates
Final deliberation by Nomination and Governance Committee
Evaluation of suitability of candidates
RECOMMENDATION TO THE BOARD FOR APPROVAL
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