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Corporate Affairs
VTech Holdings Ltd
24
In January 2003, after receiving more than
600 essay nominations, VTech’s panel of
judges selected 31 XLence Awards winners,
including a 10 year-old Grand Prize Winner
from California who will receive a US$25,000
scholarship and five First Place winners who
will each receive a US$1,000 scholarship
and a Gateway personal computer.
Corporate Governance
VTech is committed to maintaining a strong
system of corporate governance so that all
business activities and decision-making can
be properly regulated. In May 2003, VTech
was ranked the 6th among the top 10 Hong
Kong companies for its good corporate
governance in the 2003 CLSA Corporate
Governance Report. This report was
produced by CLSA and Asian Corporate
Governance Association (ACGA), an
independent, non-profit organization based
in Hong Kong that works on behalf of all
investors and other interested parties to
improve corporate governance practices in
Asia.This report did recognize VTech’s effort
and commitment in maintaining a high
level of corporate governance.
Our company structure also helps ensure
that the Group operates in a lawful, ethical,
structured, transparent and effective
manner.
THE BOARD OF DIRECTORS To achieve this, the
Board has established three governing
boards with defined terms of reference.They
are the Board of Management, Audit
Committee and Risk Management
Committee. Further committees may be
established in future as and when needed.
BOARD OF MANAGEMENT The Management
Board has been delegated the authority by
the Board of Directors to be responsible for
management of all business activities of
the Group. Its members are appointed by
the Board from time to time and comprise
executive directors and senior management
executives.
AUDIT COMMITTEE The Audit Committee has
been established to assist the Board in
fulfilling its oversight responsibilities for
financial reporting, risk management and
evaluation of internal controls and auditing
processes. It also ensures that the Group
complies with all applicable laws and
regulations.
The Audit Committee meets at least twice
a year to receive reports from external
auditors, reviews the interim and annual
financial statements, and receives regular
reports from the internal audit functions.
RISK MANAGEMENT COMMITTEE The Risk
Management Committee assists the Audit
Committee and management in reviewing
and assessing the adequacy of the Group’s
risk management and internal control
systems. It meets as required and to report
to the Board in conjunction with the Audit
Committee.
The Group maintains controls to safeguard
the Group’s assets and ensure that
transactions are executed in accordance
with management’s authorization.The
information systems in place are designed
to ensure that the financial report is reliable.
The Risk Management and Compliance
division, headed by the Chief Compliance
Officer, will assist the Risk Management
Committee to independently review these
controls and evaluate their adequacy,
effectiveness and compliance.