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11: Report on Raising the Remuneration Standards for Independent Directors

Document No. 11 of the 2013 Annual General Meeting

Report on Raising the Remuneration Standards for Independent Directors

Dear Shareholders:
To ensure that independent directors can effectively exercise their duties, the China Securities Regulatory Commission’s “Guiding Opinions on Establishing an Independent Director System in Listed Companies” stipulates that listed companies shall provide appropriate remuneration to independent directors, with the remuneration standards to be proposed by the board of directors and subject to approval by the shareholders’ meeting.
At the 2001 Annual General Meeting held on May 22, 2002, the Company approved the “Report on the Remuneration Standards for Independent Directors,” setting the annual remuneration for each independent director at RMB 25,000.
At the 2005 Annual General Meeting held on May 30, 2006, the Company approved the “Report on Raising the Remuneration Standards for Independent Directors,” increasing the annual remuneration for each independent director to RMB 50,000, a level that has remained in effect to date.
Since 2006, on the one hand, the company’s asset base and business scale have continued to expand; on the other hand, regulatory authorities have imposed increasingly stringent requirements for the company’s compliant operations and internal controls. Correspondingly, the responsibilities of the company’s independent directors have grown substantially.
To better leverage the unique role of independent directors and effectively safeguard the legitimate rights and interests of the company and its shareholders, particularly small and medium-sized shareholders, the Board of Directors hereby proposes to increase the annual remuneration for each independent director to RMB 80,000.
Please review the above report.
May 20, 2014