Cathay Pacific 2009 Annual Report Download - page 45

Hallett (5/6), Peter Kilgour (3/3), Kong Dong (0/6), Peter
Lee (5/5), Vernon Moore (6/6), Raymond Or (1/2), Ian
Shiu (6/6), John Slosar (6/6), Jack So (5/6), Tony Tyler
(6/6), Tung Chee Chen (4/6), Peter Wong (3/4), Robert
Woods (5/6) and Zhang Lan (1/6).
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/her appointment and
thereafter twice annually, at least 30 days and 60 days
respectively 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 2009 in the
shares of the Company and its associated corporations
(within the meaning of Part XV of the SFO) are set out
on page 40.
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 John Slosar, one independent non-
executive Director, Jack So, three executive officers,
Christopher Gibbs, Nick Rhodes and Ivan Chu, the
General Manager Flying, Captain Henry Craig 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 two executive Directors, John Slosar and
James E. Hughes-Hallett, one executive officer, James
Barrington, and five non-executive Directors, Cai
Jianjiang, Fan Cheng, Peter Kilgour, Kong Dong 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, John
Slosar, James E. Hughes-Hallett and Ian Shiu, and all
eight executive officers, James Barrington, William
Chau, Quince Chong, Ivan Chu, Rupert Hogg,
Christopher Gibbs, Edward Nicol and Nick Rhodes.
Finance Committee
The Finance Committee meets monthly to review the
financial position of the Company and is responsible
for establishing the financial risk management policies.
It is chaired by the CE and comprises three executive
Directors, John Slosar, James E. Hughes-Hallett and
Ian Shiu, three non-executive Directors, Fan Cheng,
Peter Kilgour and Zhang Lan, the General Manager
Corporate Finance, Keith Fung, the Manager Corporate
Treasury, Andrew West, and an independent
representative from the financial community. Reports
on its decisions and recommendations are presented
at Board meetings.
Corporate Governance
Cathay Pacific Airways Limited Annual Report 2009 43