Page 47 - China Mobile Limited - Annual Report 2012

China Mobile Limited
Annual Report 2012
41
Corporate Governance Report
FY 2013 Shareholders’ Calendar
14 March Announcement of final results and final
dividend for the financial year ended 31
December 2012, if any
27 March Upload of 2012 annual report on the
websites of the Company and the HKEx
28 March Despatch of 2012 annual reports to
shareholders
30 May 2013 Annual General Meeting
End of June Payment of final dividend for the
financial year ended 31 December
2012, if any
Mid-August Announcement of interim results and
interim dividend for the six months
ending 30 June 2013, if any
End of September Payment of interim dividend for the six
months ending 30 June 2013, if any
The Board of Directors and the Board
Committees
The Board of Directors
The key responsibilities of the Board include, among others,
formulating the Group’s overall strategies, setting
management targets, monitoring internal controls and
financial management, supervising the performance of our
management, developing and reviewing the policies and
practices of corporate governance, while day-to-day
operations and management are delegated by the Board to
the executives of the Company. The Board operates in
accordance with established practices (including those
relating to reporting and supervision). Terms of Reference of
its corporate governance function are available on the
websites of our Company and the HKEx.
The Board currently comprises nine directors, namely Mr. XI
Guohua (Chairman), Mr. LI Yue (Chief Executive Officer), Mr.
XUE Taohai, Madam HUANG Wenlin, Mr. SHA Yuejia and
Mr. LIU Aili as executive directors, Dr. LO Ka Shui, Mr. Frank
WONG Kwong Shing and Dr. Moses CHENG Mo Chi as
independent non-executive directors (INEDs). List of
directors and their rule and function are available on the
Meetings of Shareholders
The Company also has high regard for the annual general
meetings of its shareholders, and makes substantial efforts
to enhance communications between the Board and the
shareholders. At the annual general meetings of
shareholders, the Board always makes efforts to fully
address the questions raised by shareholders. In 2012, we
held our annual general meeting (the “AGM”) on one
occasion on 16 May 2012 in the Grand Ballroom, Grand
Hyatt Hong Kong, 1 Harbour Road, Wanchai, Hong Kong.
The major items discussed and the percentage of votes cast
in favor of the resolutions are set out as follows:
• The approval of the audited financial statements and
the reports of the directors and auditors for the year
ended 31 December 2011 (99.9939%);
• The declaration of a final dividend for the year ended
31 December 2011 (99.9991%);
• The re-election of Mr. XI Guohua, Mr. SHA Yuejia, Mr.
LIU Aili, Mr. Frank WONG Kwong Shing and Dr. Moses
CHENG Mo Chi as directors (89.9234% to 99.7549%);
• The re-appointment of Messrs. KPMG as auditors and
authorizing the Board to fix their remuneration
(99.9809%).
All resolutions were duly passed at the 2012 AGM. There
were no restrictions on any shareholder casting votes on any
of the proposed resolutions at the AGM. Hong Kong
Registrars Limited, the share registrar of the Company,
acted as scrutineer for vote-taking at the AGM. Poll results
were announced at the meeting and on the websites of the
Company and the HKEx on the day of the AGM.
Shareholders’ Calendar
The following table sets out the tentative key dates for our
shareholders for the financial year ending 31 December
2013. Such dates are subject to change pursuant to actual
situation. Shareholders should note our announcements
issued from time to time.