Cathay Pacific 2003 Annual Report Download - page 30

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28 Cathay Pacific Airways Limited Annual Report 2003
Corporate Governance
Cathay Pacific Airways is committed to maintaining a high standard of corporate governance.
THE BOARD OF DIRECTORS
The Board comprises five executive Directors and twelve non-executive Directors, four of whom are independent.
The Board is responsible to the shareholders for strategic development and for the operational and financial
performance of the Company. The Board meets six times a year. The average attendance rate of the Directors for
the year was 86%.
BOARD SAFETY REVIEW COMMITTEE
The Board Safety Review Committee reviews and reports to the Board on safety and environmental issues. It
meets three times a year and comprises three executive Directors, two non-executive Directors, one executive
officer, the Deputy Director Flight Operations, and is chaired by the immediate past Director Flight Operations.
EXECUTIVE COMMITTEE
The Executive Committee comprises four executive Directors and two non-executive Directors who meet once a
month. It is responsible to the Board for overseeing and setting the strategic direction of the Company.
MANAGEMENT COMMITTEE
The Management Committee comprises all five executive Directors and six executive officers who meet at least
once a month. It is responsible to the Board for overseeing the day to day operation of the Company.
FINANCE COMMITTEE
The Finance Committee meets monthly to review the financial position of the Company and is responsible for
establishing the financial risk management policy. It comprises four executive Directors including the Finance
Director, one non-executive Director and an independent representative from the financial community. Reports on
its decisions and recommendations are presented at Board meetings.
REMUNERATION COMMITTEE
The Remuneration Committee determines the remuneration policy for the Company’s executive Directors and
sets their remuneration packages. It comprises two independent non-executive Directors and is chaired by the
Company’s Chairman.
EXPENDITURE CONTROL COMMITTEE
The Expenditure Control Committee meets monthly to evaluate and approve capital expenditure. It comprises
three executive Directors, including the Finance Director.
AUDIT COMMITTEE
The Audit Committee is responsible to the Board and consists of four non-executive Directors, three of whom are
independent. It meets three times a year to review the completeness, accuracy and fairness of the Company’s
accounts. The Committee also reviews the adequacy and effectiveness of the internal control system and provides
assurance to the Board on legal and regulatory compliance issues. The external auditors, the Finance Director and
the Internal Audit Manager also attend these meetings.