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Corporate Governance

 
 


Overview of Corporate Governance


 

The Bank takes excellent corporate governance as an important objective. Adhering to the rules and regulations governing capital markets and relevant industries, the Bank has made constant efforts to improve its corporate governance framework, which comprises the shareholders' meeting, the Board of Directors, the Board of Supervisors and the Senior Management. This framework operates smoothly owing to a clear division of duties. All special committees of the Board of Directors and the Board of Supervisors have performed their duties and functioned effectively, thereby enhancing the Bank's corporate governance capabilities.

The Bank has been working on improving the system of its corporate governance regimes. It diligently implemented the meeting spirit of the Party building work in the whole nation’s state-owned enterprises, as a result of which the Party building work related requirements were incorporated into the Articles of Association. Meanwhile, in accordance with the regulatory requirements and its actual development, the Bank further adjusted and optimised the responsibilities and duties of special committees of the Board of Directors. It amended the normative documents pertaining to corporate governance such as procedural rules of special committees of the Board of Directors, efficiently assisting the Board of Directors in performing its responsibilities and duties. 

The Bank places great emphasis on improving its corporate governance operation mechanisms. It ensures that minority shareholders are properly informed and able to participate and make decisions. The annual shareholders' meetings are held in Beijing and Hong Kong by way of video conference, allowing shareholders from both the Chinese mainland and Hong Kong to attend in person. In addition, online voting for A-Share Holders is available to safeguard the rights and interests of the minority shareholders. The Bank focuses on constantly enhancing coordinative operations among the operation mechanisms of the Board of Directors, information disclosure and stakeholder engagement. It continues to support the Board of Directors in functioning more constructively and making scientific and efficient decisions. It works on heightening transparency and proactively performing its duties owing to the relevant stakeholders including shareholders, customers, staff and society.

The Bank makes great efforts to promote Board diversity. It has formulated the Bank of China Limited Board Diversity Policy, which lays out the stance of the Bank on the diversity of the members of the Board of Directors and the approaches to realise that on an on-going basis. All appointments are made on merit, in the context of the skills and experience the Board of Directors as a whole requires, and taking into full consideration from various aspects the object and requirements for diversity, including but not limited to regulatory requirements, gender, age, cultural and educational background, geographical location, professional experience, skills, knowledge, and length of service of directors, etc. The Bank applies the aforementioned diversity policy and requirements to the director selection and engagement process.

The corporate governance framework of the Bank is as follows:


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