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Special Committee of the Board of Directors

Remuneration Committee 

 

The remuneration committee of the Board of Yanzhou Coal Mining Company Limited was established and Mr. Zhu Limin, Mr. Cai Chang and Mr. Poon Chiu Kwok were appointed as members of the remuneration committee. Mr. Zhu Limin was appointed as the chairman of the remuneration committee.   The remuneration committee is responsible to the Board of the Company. The human resources department of the Company is the working department of the remuneration committee.  According to the domestic and overseas supervisory regulations, the remuneration committee’s main responsibilities include:  (1) formulating remuneration policies for the directors, supervisors and senior management, and recommending to the Board remuneration plans;   (2)supervising the implementation of the remuneration policies by the directors, supervisors and senior management of the Company;   (3)reviewing and assessing the annual performance of the directors, supervisors and senior management;  (4) performing other responsibilities authorized by the Board of the Company.

 

 

Audit Committee

 

The audit committee of the Board of Yanzhou Coal Mining Company Limited was established and Mr. Cai Chang, Mr. Tian Hui, Mr. Zhu Limin, Mr. Poon Chiu Kwok and Mr. Wang Ruolin were appointed as members of the audit committee. Mr. Cai Chang was appointed as the chairman of the audit committee.  The audit committee is responsible to the Board of the Company. The audit department of the Company is the working department of the audit committee.  According to the domestic and overseas supervisory regulations, the audit committee’s main responsibilities include:  (1) reviewing the work of external audit agencies, proposing the appointment, further appointment or replacement of external audit agencies;  (2) supervising the internal audit system of the Company and its implementation;  (3)responsible for communications between internal auditors and external auditors;  (4)reviewing the financial information and responsible for disclosure;  (5)reviewing the internal monitoring system and risk management system;  (6) performing other responsibilities authorized by the Board of the Company.

 

 

Strategy and Development Committee

 

The strategy and development committee of the Board of Yanzhou Coal Mining Company Limited was established and Mr. Li Wei, Mr. Liu Jian, Mr. Xiao Yaomeng and Mr. Zhu Limin were appointed as members of the strategy and development committee. Mr. Li Wei was appointed as the chairman of the strategy and development committee.  The strategy and development committee is responsible to the Board of the Company. The planning and development department of the Company is the working department of the strategy and development committee.  According to the domestic and overseas supervisory regulations, the strategy and development committee’s main responsibilities include:  (1) studying and offering proposals on the long-term development strategy and significant investment decisions of the Company;  (2) studying and offering proposals on annual strategic development plan and operating plan;   (3) studying and offering proposals on other significant issues impacting the development of the Company;   (4) conducting supervision on the implementation of the above-mentioned items;  (5) performing other responsibilities authorized by the Board of the Company.

 

 

Nomination Committee

 

The nomination committee of the Board of Yanzhou Coal Mining Company Limited was established and Mr. Poon Chiu Kwok, Mr.Li Wei and Mr. Tian Hui were appointed as members of the nomination committee. Mr. Poon Chiu Kwok was appointed as the chairman of the nomination committee.  The nomination committee is responsible to the Board of the Company. The human resources department of the Company is the working department of the nomination committee.  According to the domestic and overseas supervisory regulations, the nomination committee’s main responsibilities include:   (1) offering proposals on framework, number of people and members constitution of the Board in accordance with Company’s operation, assets scale and equity structure;  (2) studying the selection criteria and procedures of directors and managers, and offering proposals;  (3) extensively searching for suitable candidates for directors and managers of the Company, and offering proposals to the Board;   (4) reviewing the candidates for directors and managers and offering proposals to the Board;   (5) offering proposals to the Board regarding the appointments and succession of directors and managers;   (6) assessing the independence of independent non-executive directors;   (7) performing other responsibilities authorized by the Board of the Company.

 

 

Sustainable Development Committee

 

The sustainable development committee of the Board of Yanzhou Coal Mining Company Limited was established and Mr. XiaoYaomeng, Mr. Tian Hui and Mr. Zhu Limin were appointed as members of the sustainable development committee. Mr. Xiao Yaomeng was appointed as the chairman of the sustainable development committee.

The sustainable development committee is responsible to the Board of the Company. The secretary office to the Board of the Company is the working department of the sustainable development committee.

According to the domestic and overseas supervisory regulations, the sustainable development committee committee’s main responsibilities include:

(1) reviewingpolicies and strategies on corporate governance, environmental and social responsibilities to ensure they arein compliance with laws, rules and regulations;

(2) assessing and analyzing risks and opportunities in relationto corporate governance, environmental and social responsibilities, and offering proposals to the Board;

(3)making investigations on management of corporate governance, environmental and social responsibilitiesand internal monitoring system, and offering proposals on its appropriation and effectiveness to the Board;

(4)reviewing and supervising the object and implementation of corporate governance, environmental and socialresponsibilities of the Company, evaluating the performance and offering proposals to the Board;

(5)reviewing the Company’s Social Responsibility Report disclosed to the outside, and offering proposalsto the Board;

(6) guiding the formulation of corporate governance, environmental and social responsibilitiesmanagement vision, goals and strategies of the Company, and offering proposals to the Board;

(7)performing other responsibilities authorized by the Board of the Company.


 


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