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BOARD OF DIRECTORS


The Board comprises 8 members, consisting of two executive directors, three non-executive directors, and three independent non-executive directors. The Board meets at least four times a year.


The Board is responsible for the leadership and control of the Company and overseeing the Group's business, strategic decisions and performances. The Board assumes responsibility for strategy formulation, corporate governance and performance monitoring and has delegated to management the authority and responsibility to manage the business of the Group.


The major responsibilities of the Board include:

- reviewing and approving operational strategies and plans of the Group;

- setting and monitoring key business and financial objectives of the Group;

- monitoring the performance of the management;

- reviewing and approving policies for major activities, such as major acquisitions, investments,         divestments, disposal of assets or any significant capital expenditure of the Group;

- ensuring a sound and effective internal control system; and

- reviewing and approving sound corporate governance policies, including setting an ethical tone for the Group.


The Board has also delegated various responsibilities to the Board committees including the Audit Committee, the Remuneration Committee, the Nomination Committee and the Executive Committee.


MEMBERS OF THE BOARD

CHEN LANG

Non-Executive Director and the Chairman of the Board


Mr. Chen, 53, was appointed as a non-executive director and the chairman of the board of directors of the Company in April 2019. Mr. Chen joined COFCO Corporation in April 2019 and is currently a vice president of COFCO Corporation, the chairman of COFCO WOMAI.COM Investment Limited (中糧我買網投資有限公司), a director of COFCO Beverages Limited, a wholly-owned subsidiary of the Company, and a director and the chairman of the board of directors of each of COFCO Coca-Cola Beverages Limited (“CCBL”) and COFCO Coca-Cola Beverages (China) Investment Ltd., both of which are 65%-owned subsidiaries of the Company.  Mr. Chen is also a non-executive director and the chairman of the board of directors of China Mengniu Dairy Company Limited (a company listed in Hong Kong) and the visiting professor of Anhui University. In the past, Mr. Chen has served a director and the chairman of the board of directors of China Resources Enterprise, Limited, an executive vice president of China Resources (Holdings) Company Limited, a director of CRH (Beer) Limited, and the chairman of China Resources Snow Breweries (China) Investment Co., Ltd., a director of China Resources Company Limited (formerly known as China Resources National Corporation), the chief executive of China Resources Vanguard Co., Ltd., the chairman of each of China Resources Ng Fung Limited and China Resources C’estbon Beverage (China) Investment Co., Ltd. and a vice chairman and the chief executive officer of China Resources Logic Limited (now renamed as China Resources Gas Group Limited). Mr. Chen was a vice chairman of the board of directors and a member of strategy committee of Shanxi Xinghuacun Fen Wine Factory Co., Limited (山西杏花村汾酒廠股份有限公司) (a company listed in Shanghai) until June 2019, and an executive director and the chairman of the board of directors of China Resources Beer (Holdings) Company Limited (a company listed in Hong Kong) until July 2019.


Mr. Chen holds a Bachelor of Economics degree from Anhui University, China and a Master of Business Administration degree from the University of San Francisco, USA.


LUAN XIUJU

Executive Director and Managing Director

Ms. Luan, 54, was appointed as an executive director of the Company in January 2017 and then re-designated as the managing director of the Company in December 2017. Ms. Luan is currently a director and the chief executive officer of CCBL, a 65%-owned subsidiary of the Company, and a director of certain subsidiaries of the Company. Ms. Luan joined COFCO Corporation and/or its subsidiaries (together but excluding the Company and its subsidiaries, collectively referred to as “COFCO Group”) in 1989 and is currently also a director of certain members of COFCO Group. Ms. Luan was an executive director of the Company during the period from March 2007 to September 2013 and the managing director of the Company during the period from February 2011 to September 2013.


Ms. Luan graduated from Renmin University of China with a Bachelor of Arts degree in economics and a Master’s degree in economics, and has extensive experience

in food and beverage production, marketing and general management.


SHEN PENG

Executive Director

Mr. Shen, 47, was appointed as an executive director of the Company in December 2017. Mr. Shen is currently the finance general manager of CCBL, a 65%-owned subsidiary of the Company, and a director of certain subsidiaries of the Company. Mr. Shen joined CCBL in 2002 and has held various finance positions in the group of CCBL, including the chief financial officer of Gansu COFCO Coca-Cola Beverages Limited and the chief financial officer of COFCO Coca-Cola Beverages (Beijing) Limited. Prior to joining CCBL, he was a financial analyst at Sithe (China) Holdings Ltd. and Hei (China) Ltd..


Mr. Shen graduated from China Foreign Affair College in 1994 and then received a Bachelor's degree in accounting management from the University of International Business and Economics in 2004, and a Master of Science degree in applied accounting and finance from Hong Kong Baptist University in 2015. Mr. Shen is a senior accountant and has over 15 years of experience in finance and accounting.


XIAO JIANPING

Non-Executive Director


Ms. Xiao, 55, was appointed as a non-executive director of the Company in January 2017. Ms. Xiao is currently a director of each of CCBL and COFCO Coca-Cola Beverages (China) Investment Limited, both of which are 65%-owned subsidiaries of the Company, and a director of COFCO Wines & Spirits Investments Co., Ltd., a wholly-owned subsidiary of COFCO Corporation. Ms. Xiao was the deputy general manager and the chief accountant of China Merchandise Reserve Management Center during the period from April to November 2016. Ms. Xiao joined The China Huafu Trade & Development Group Corp. in 1999, and has held various positions in the finance department. Ms. Xiao was the chief accountant and the finance manager of The China Huafu Trade & Development Group Corp. during the period from December 2013 to April 2016. Ms. Xiao was a director of COFCO Tunhe Sugar Co., Ltd., a company listed in Shanghai, until February 2018.


Ms. Xiao graduated from Party School of the Central Committee of Communist Party of China majoring in economics and management and has completed a two-year professional training course of public finance at the Graduate School of Chinese Academy of Sciences. Ms. Xiao is a senior accountant and a senior international finance manager. Ms. Xiao has extensive experience in finance and accounting.


QIN YELONG

Non-Executive Director

Mr. Qin, 57, was appointed as a non-executive director of the Company in January 2017. Mr. Qin is currently a director of each of CCBL and COFCO Coca-Cola Beverages (China) Investment Limited, both of which are 65%-owned subsidiaries of the Company. Mr. Qin joined COFCO Group in 1992 and has held various management positions, including the vice president of COFCO International Limited during the period from September 2014 to November 2016, the deputy director of the strategy department of COFCO Corporation during the period from May 2013 to September 2014, and the general manager of COFCO Tunhe Co., Ltd., a company listed in Shanghai, during the period from September 2005 to May 2013.


Mr. Qin graduated from Nanchang Institute of Aeronautical Technology (now Nanchang Hangkong University) with Bachelor’s degree in engineering and holds a Master’s degree in technologies and economics from Tsinghua University. Mr. Qin has over 20 years of experience in business management.


STEPHEN EDWARD CLARK

Independent Non-Executive Director

Mr. Clark, 69, was appointed as an independent non-executive director of the Company in January 2005. Mr. Clark is currently a joint managing director of The Anglo Chinese Investment Company, Limited, the chairman of the Takeovers and Mergers Panel and a member of the Takeovers Appeal Committee of the Securities and Futures Commission. Mr. Clark has served as a director of Hong Kong Securities and Investment Institute and an alternate member of the Listing Committee of The Stock Exchange of Hong Kong Limited in the past. Mr. Clark has extensive experience in corporate finance.


Mr. Clark holds a joint honors degree of Bachelor in history and history of art from the University of Nottingham in England and a degree of Master in business administration from the University of Witwatersrand, Johannesburg, South Africa.


LI HUNG KWAN, ALFRED

Independent Non-Executive Director

Mr. Li, 66, was appointed as an independent non-executive director of the Company in November 2008. Mr. Li was a member of each of the Takeovers and Mergers Panel of the Securities and Futures Commission and the Listing Committee of The Stock Exchange of Hong Kong Limited and an expert member of the Finance Committee of the Kowloon Canton Railway Corporation and an executive director and the chief finance officer of Hang Lung Group Limited, a company listed in Hong Kong.


Mr. Li holds a Bachelor of Social Sciences degree in economics and sociology from The University of Hong Kong, and is a fellow member of the Hong Kong Institute of Certified Public Accountants and a member of Institute of Chartered Accountants of Scotland. Mr. Li has more than 30 years of experience in finance and accounting.


MOK WAI BUN, BEN

Independent Non-Executive Director

Mr. Mok, 70, was appointed as an independent non-executive director of the Company in August 2017. Mr. Mok is currently an independent non-executive director of Yashili International Holdings Ltd, a company listed in Hong Kong. Mr. Mok served as a senior consultant for CCBL, a 65%-owned subsidiary of the Company, in 2012 and also served as the general manager of Beijing Coca-Cola Beverage Co., Ltd. from 2002 to 2011. From 1993 to 2001, Mr. Mok was the general manager of Hangzhou BC Foods Company Limited and Nanjing BC Foods Company Limited and also served as the general manager of Swire Beverages Limited responsible for overseeing bottling plants of Swire Beverages Limited in

China.


Mr. Mok was awarded a Bachelor’s degree of economics from McGill University, Canada in 1975. Mr. Mok has extensive experience in beverage production, marketing and general management.