Cathay Pacific 2006 Annual Report Download - page 38

The Board of Directors held six meetings during 2006,
the attendance of which, taking into account dates of
appointment or resignation, was as follows:
Christopher Pratt (5/5), Robert Atkinson (6/6), Philip
Chen (6/6), Derek Cridland (6/6), Martin Cubbon (6/6),
Henry Fan (4/6), Davy Ho (3/3), James Hughes-Hallett
(6/6), Peter Lee (6/6), Li Jiaxiang (1/1), Vernon Moore (6/6),
Raymond Or (5/6), Jack So (6/6), David Turnbull (1/1),
Tony Tyler (6/6), Tung Chee Chen (5/6), Robert Woods
(2/2), Carl Yung (3/5), Zhang Xianlin (1/5) and Zhang
Lan (1/1); Leslie Chang (alternate to Henry Fan) (1/1).
Securities Transactions
The Company has adopted codes of conduct
regarding securities transactions by Directors (the
“Securities Code”) and relevant employees (as
defined in the CG Code) on terms no less exacting
than the required standard set out in the Model Code
for Securities Transactions by Directors of Listed
Issuers (the “Model Code”) contained in Appendix 10
of the Listing Rules. A copy of the Securities Code
is sent to each Director of the Company first on his
appointment and thereafter twice annually, one month
before the date of the board meeting to approve
the Company’s half-year result and annual result,
with a reminder that the Director cannot deal in the
securities and derivatives of the Company until after
such results have been published.
Under the Securities Code, Directors of the Company
are required to notify the Chairman and receive a
dated written acknowledgement before dealing in
the securities and derivatives of the Company and, in
the case of the Chairman himself, he must notify the
Chairman of the Audit Committee and receive a dated
written acknowledgement before any dealing.
On specific enquiries made, all Directors have confirmed
that they have complied with the required standard set
out in the Model Code throughout the year.
Directors’ interests as at 31st December 2006 in the
shares of the Company and its associated corporations
(within the meaning of Part XV of the Securities and
Futures Ordinance) are set out on page 33.
Board Safety Review Committee
The Board Safety Review Committee reviews and
reports to the Board on safety issues. It meets three
times a year and comprises two executive Directors,
the CE and Tony Tyler, two non-executive Directors,
Vernon Moore and Jack So, three executive officers,
Christopher Gibbs, Nick Rhodes and Quince Chong,
the General Manager Flying, Captain Richard Hall
and the Head of Corporate Safety, Richard Howell.
It is chaired by the immediate past Director Flight
Operations, Ken Barley.
Executive Committee
The Executive Committee is chaired by the CE and
comprises three executive Directors, Tony Tyler, Robert
Atkinson and Augustus Tang, and four non-executive
Directors, Martin Cubbon, Li Jiaxiang, Vernon Moore
and Zhang Lan. It meets monthly and is responsible
to the Board for overseeing and setting the strategic
direction of the Company.
Management Committee
The Management Committee meets once a month
and is responsible to the Board for overseeing the
day-to-day operation of the Company. It is chaired
by the CE and comprises three executive Directors,
Tony Tyler, Robert Atkinson and Augustus Tang, and all
seven executive officers, James Barrington, William
Chau, Quince Chong, Christopher Gibbs, Ronald
Mathison, Edward Nicol and Nick Rhodes.
Cathay Pacific Airways Limited Annual Report 2006
36
Corporate Governance