Updated: 03/02/2020

Corporate Governance Structure

Shareholders of Securities and Hong Kong International

HKEX Futures Commission Government Advisory Council 8
 Election of  Appointment of
6 Directors  Approval of
Reporting appointment of 6 Directors
Communicating
 Approval of Chief Executive  Approval of Advising
key corporate (an ex-officio Chairman’s
actions Director) appointment
Group Advising Other
Company
Secretary
Board of Directors Stakeholders
Appointment
Appointment Reporting Appointment Reporting Appointment Reporting Appointment Reporting
Appointment Reporting Appointment Reporting  Market regulators
LME OTC Clearing  Government bodies
The London Appointment
Clear Hong Kong  Listed/potential issuers
Metal Exchange 1 and market
Limited 2 Limited 3 Board Committees Consultative
Panels intermediaries
External Audit 4  Cash Market  Exchange/Clearing
Board Executive  Communicate
Auditor Corporate Social Responsibility  Derivatives
and consult
Participants/Members,
Market Information Vendors
Investment  Clearing  Monitor and and market participants
Nomination and Governance review
Panel Member Selection  Mainland exchanges,
6 6 6
Remuneration market regulators and
Risk authorities, and
Risk Management (statutory) 5 overseas exchanges
Advising
 Investing public, media
7 and analysts
Reporting  Institutional investors
Supervision Reporting  Non-governmental
7 7
organisations, industry
associations,
Internal Management Committee 7 professional bodies
Audit and market users
Department  Employees
Conducting Reporting
 Suppliers/business
Supervision partners
audits
Group’s Operations
Conducting audits
(1) HKEX appoints 7 directors (including LME’s Chief Executive) to LME’s Board of whom 3 are HKEX’s Directors, and 1 of them also acts as the chairman of LME’s Audit and Risk Committee and 2 of them also act
as members of LME’s Nomination Committee.
(2) HKEX appoints 6 directors (including LME Clear’s Chief Executive) to LME Clear’s Board of whom 1 is an HKEX’s Director who also acts as the chairman of LME Clear’s Audit Committee and a member of LME
Clear’s Nomination Committee and Remuneration Committee.
(3) HKEX appoints 7 directors to OTC Clear’s Board of whom 1 is an HKEX’s Director who also acts as the chairman of OTC Clear’s Board and Risk Management Committee.
(4) HKEX’s Audit Committee is responsible for ensuring the effectiveness of the internal control systems of the Group (including LME, LME Clear and OTC Clear).
(5) A statutory committee established under Section 65 of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and consists of no more than 2 members appointed by HKEX and 3 to 5
members appointed by the Financial Secretary of Hong Kong.
(6) Remuneration policies and related matters in respect of LME, LME Clear and OTC Clear are determined by HKEX’s Remuneration Committee.
(7) HKEX’s Management Committee comprises certain senior executives of the Group (including LME and LME Clear).
(8) The International Advisory Council includes experts in economics, business, technology and finance from around the world, acting as advisors to HKEX’s Board.
Note: The regulatory function of The Stock Exchange of Hong Kong Limited assumed by HKEX’s Listing Department is separate from and independent of HKEX’s income-generating business operations. In order to
maintain impartiality, the regulatory function is supervised by Listing Committee and GEM Listing Committee which are totally independent of the Board.