Under the terms of reference of the Audit Committee, the Committee performs the key link between the board and the auditors of the Company in respect of the audit works of the Group. The main functions of the Audit Committee are as follows:

1. to discuss and make recommendation to the board on the appointment, re-appointment, replacement and removal of the auditors of the Company, and to approve the remuneration and terms of engagement of the auditors, and to deal with any matters in connection with the resignation or dismissal of the auditors;

2. to monitor the integrity of financial statements, interim report and annual report of the Company, and to review significant opinions in respect of the financial reporting contained in them;

3. to review the Group's financial controls, internal control and risk management systems, and compliance management system, and Group's statement on risk management and internal control systems contained in the annual report;

4. to discuss with the senior management on the development of Group’s risk management and internal control systems and the compliance management system to ensure that the senior management has performed its duty to establish effective systems; and this discussion should include the adequacy of resources, qualifications and experience of staff, training programmes and budget of the Group’s accounting and financial reporting function; and

5. to review arrangements for employees of the Group and external third parties who deal with the Group (such as customers and suppliers) to raise concerns, in confidence and anonymity about possible improprieties in financial reporting, internal control or other matters; and to ensure that proper arrangements are in place for fair and independent investigation of these matters and for appropriate follow-up action.