Lenovo 2015 Annual Report Download - page 65
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63
2014/15 Annual Report Lenovo Group Limited
Audit Committee
The Audit Committee is authorised by the Board to perform its duties within its terms of reference. Details of the
Audit Committee, including its membership, responsibilities and main activities during the fiscal year 2014/15, are
summarized in the Audit Committee Report as stated on pages 84 to 90 of this annual report.
Compensation Committee
The Compensation Committee is authorised by the Board to perform its duties within its terms of reference. Details
of the Compensation Committee, including its membership, terms of reference and work done during the fiscal year
2014/15, are summarized in the Compensation Committee Report as stated on pages 91 to 101 of this annual
report.
Nomination and Governance Committee
Membership
The Nomination and Governance Committee (defined as “Committee” in this section) of the Board of the Company
as at the date of this annual report, is comprised of three members including Mr. Yang Yuanqing (Committee
Chairman) and two independent non-executive directors, Mr. Nobuyuki Idei and Mr. William O. Grabe.
Responsibilities
The Committee is responsible for reviewing the composition of the Board and Board committees to ensure they are
properly constituted and balance in terms of skills, experience and diversity. In addition to this, it is also responsible
for:
• Making recommendation to the Board on succession planning for directors and CEO;
• Assessment of the performance of the Chairman and/or CEO and making proposals to the Compensation
Committee;
• Monitoring corporate governance issues and developments to ensure that the Company is in line with the
international best practices;
• Reviewing and determining the director induction and continuous professional development programs; and
• Reviewing and monitoring the annual Board and Board committees’ evaluation and the progress of the
implementation actions.
Key Features
• The Committee’s terms of reference which clearly deal with its membership, authority, duties and frequency of
meetings are published on the Company’s website and HKEx’s website.
• The Committee is provided with sufficient resources to perform its duties.
• The Committee is authorised to obtain outside legal or other independent professional advice in performing its
duties at the Company’s expense. No request was made by any member for such advice during the year.