The BOD has established the Human Resources Committee, the Finance Committee, the Strategy & Development Committee, and the Audit Committee, which operate as authorized by the BOD.
Human Resources Committee
The Human Resources Committee (HRC) manages and optimizes core corporate elements such as organization, talent, incentives, and culture. It operates under the BOD to develop, determine, and oversee the implementation of key policies and transformation initiatives relating to HR management. The committee aligns HR policies with the company's HR management philosophy and core concepts to ensure policy consistency. These policies also reflect the business characteristics and management models of departments at all levels to support business development.
The main responsibilities of the HRC are to:
- Manage HR initiatives for key managers and talent (including succession planning, deployment, appointments/removals, performance appraisals, compensation, and incentives).
- Set policies for incentives, benefits, the compensation structure, and job matching.
- Set policies for organizational development and optimization; and manage HR budgets and staffing for each budgetary unit.
- Set policies for and provide guidance on learning and development.
- Set policies for employee discipline and oversee disciplinary action for major violations.
- Set policies for and provide guidance on health and safety.
- Manage HR strategic planning and key HR transformation initiatives.
The HRC holds monthly meetings. Business and HR executives and experts are invited to attend as non-voting participants.
The committee met 12 times in 2016, and did the following:
- In accordance with the positioning and responsibilities set forth by the BOD, and with careful consideration of changes in the environment and business needs, developed strategic insights for the management of our organization, talent, and incentives.
- Formulated and implemented policies to facilitate the delegation of authority to field teams, and drove HQ to transition from a role of management and control, to one of support and service.
- Further optimized the company's talent management framework, clarified the company's view on talent, established an open talent structure, and gradually carried out talent planning activities in all departments to address challenges associated with attracting and retaining talent in new business environments.
- Further solidified the "Contribute & Share" incentive philosophy and its application, piloted differentiated compensation management, increased the attractiveness of compensation-related incentives, and sharpened the company's competitive edge in attracting and retaining talent.
- Reaffirmed our commitment to building a customer-centric culture, and explored potential HR policies to more effectively promote this cultural climate.
The HRC comprises 15 members, including BOD members, senior business executives, and senior HR experts.
- Chairman: Mr. Hu Houkun.
- Members: Mr. Guo Ping, Mr. Xu Zhijun, Mr. Xu Wenwei, Mr. Li Jie, Mr. Ding Yun, Ms. Meng Wanzhou, Mr. Liang Hua, Mr. Li Yingtao, Mr. Li Jin'ge, Mr. Zou Zhilei, Mr. Yan Lida, Mr. Yi Xiang, Mr. Wang Tao, and Mr. Ma Qingqing.
The Finance Committee (FC) is the company's overall enterprise value integrator. It operates under the BOD to exercise macro-control over the company's business operations, investment activities, and enterprise risks, helping to strike a dynamic balance between opportunities and resources to facilitate the company's long-term sustainable growth.
The main responsibilities of the FC are to:
- Align resources with business needs based on the company's resources and resource acquisition capabilities.
- Set financial objectives for the growth and investment projects of the company and each responsibility center; and determine the standards, structure, and pace for resource investments.
- Measure the monetary value of key strategies, conduct forward-looking forecasts and analysis, and submit proposals to the BOD; and review the company's annual budget plan, approve the annual budget for each responsibility center, and ensure closed-loop management of corporate-level planning, budgeting, accounting, and assessment.
- Review the capital structure plan; and propose major financing activities, the asset structure, and profit distribution.
- Review the company's key financial policies, annual financial statements, and related information disclosures.
- Review capital investment and strategic cooperation projects, submit proposals to the BOD, and periodically assess the execution of such projects.
- Review the company's risk management framework, and provide advice on operational compliance and business continuity management.
The FC holds monthly meetings and convenes special sessions as necessary. In 2016, the FC held 12 regular meetings and one special session. Based on business needs and BOD's requirements, the FC reviewed such key items as the company's medium-to-long-term development plan, annual budget plan, operational management, capital investment projects, capital structure, enterprise risk management, and subsidiary and joint venture management. The FC then discussed and established financial policies and systems, reviewed and decided on key initiatives, and monitored their execution.
The FC comprises 15 members, including BOD members and various experts.
- Chairman: Mr. Guo Ping.
- Members: Mr. Xu Zhijun, Mr. Hu Houkun, Mr. Xu Wenwei, Mr. Li Jie, Mr. Ding Yun, Ms. Meng Wanzhou, Mr. Liang Hua, Mr. Yi Xiang, Mr. Zou Zhilei, Mr. Yan Lida, Mr. Yao Fuhai, Mr. Song Liuping, Mr. Peng Qiu'en, and Mr. Jiang Xisheng.
Strategy & Development Committee
The Strategy & Development Committee (SDC) develops, sets, and executes the company's strategic directions. The SDC gains insight into major industry and technological trends, and changes in customer needs; and identifies opportunities and paths for the company's development. Through macro-management of industrial investments, technologies, business models, and transformations, the SDC ensures that concerted efforts are made to sustain the company's growth.
The main responsibilities of the SDC are to:
- Manage the company's medium-to-long-term strategic planning, key initiatives, and major objectives of the year.
- Manage the company's brand strategy, brand architecture, and brand attributes, as well as publicity strategy and direction.
- Manage the company's strategy for strategic partnerships and alliances, as well as the selection of strategic partners and alliances.
- Manage the company's business portfolios and scope.
- Manage the company's pricing policies, commercial authorization principles, and actual pricing of key strategic products.
- Manage the company's medium-to-long-term technology development planning, industry development strategy, standards and patent strategy, and major technology investments.
- Manage the company's medium-to-long-term business transformation strategy, process and management system structures, quality policies, etc.
- Review the company's business portfolios to ensure investments are made in strategic domains.
The SDC held 12 regular meetings and one special session in 2016. In accordance with the positioning and responsibilities set forth by the BOD, the SDC pushed the enterprise business to further focus on five vertical industries and become an enabler of their digital transformation. The SDC also pushed the carrier business to expand total addressable market, focus on creating customer value, support customer success in video business, and enable the All Cloud and operations transformation of telecom carriers. The SDC also facilitated the consumer business in developing a global mid-to-high-end brand. On this basis, the SDC continued to strengthen strategy execution and resolutely invest in the future to support the company's long-term development.
The SDC comprises 15 members, including BOD members, senior business executives, and various senior experts.
- Chairman: Mr. Xu Zhijun.
- Members: Mr. Guo Ping, Mr. Hu Houkun, Mr. Xu Wenwei, Mr. Li Jie, Mr. Ding Yun, Ms. Meng Wanzhou, Mr. Yu Chengdong, Mr. Li Yingtao, Mr. Liang Hua, Mr. Zou Zhilei, Mr. Yan Lida, Mr. Wang Tao, Mr. Wang Shengqing, and Mr. Zhang Shunmao.
The Audit Committee (AC) operates under the BOD to oversee internal controls, including the internal control system, internal and external audits, corporate processes, legal compliance, and adherence to the BCGs.
The main responsibilities of the AC are to:
- Approve the annual internal audit plan, and review its scope, required resources, and audit outputs.
- Approve corporate policies for internal controls; approve the corporate development plan for internal controls and the plan's key milestones; and regularly assess the company's internal control status.
- Evaluate the effectiveness of the ethics and compliance function, legal compliance, and adherence to corporate policies.
- Approve the selection of the external auditor, notify the BOD of any proposed change to the external auditor for approval, approve related budgets, and evaluate the work of the external auditor.
- Supervise the completeness, accuracy, and legal compliance of the company's financial statements; and review compliance with accounting policies and all financial disclosures.
- Approve internal control Key Performance Indicators (KPIs), and instruct Global Process Owners (GPOs) and business executives to report internal control results.
The AC holds quarterly meetings and convenes special sessions as necessary. Business executives and various experts are invited to attend as non-voting participants. The committee held six meetings in 2016. Focusing on topics such as risk management, the development of the internal control system, and anti-corruption, the committee:
- Reviewed and approved the company's annual internal audit plan and annual plan for internal controls over global processes.
- Received reports on Internal Control Maturity trends, SACAs (including internal controls over financial reporting), regions' internal control improvements, Business Process Architecture (BPA) and process management, and progress in resolving top internal control issues.
- Improved employee compliance with the BCGs through anti-corruption education and publicity of major audit findings and non-compliance cases.
- Arranged discussions between the committee Chairman and the external auditor on management improvement proposals.
The AC comprises 10 members, including Supervisory Board members, BOD members, and various experts.
- Chairman: Mr. Liang Hua.
- Members: Mr. Zhou Daiqi, Mr. Ren Shulu, Mr. Li Jianguo, Mr. Yin Xuquan, Mr. Tian Feng, Mr. Song Liuping, Mr. Yi Xiang, Mr. Li Jin'ge, and Mr. Hui Chun.