Executive and board committee

The Audit Committee is composed of at least four individuals, of which at least three are appointed from the independent directors and at least one individual must have relevant and recent financial experience.

Audit Committee - Terms of Reference (PDF)

The Board Risk Committee (PDF) is a sub-committee of the Board to which the Board has delegated consideration of defined matters in the Terms of Reference (PDF).

The Committee will be composed of at least 9 individuals of whom:

• At least 2, and a maximum of 3 shall be non-executive directors (as defined by the articles of association of the company)
• At least 2, and a maximum of 3 shall be representatives of clients of clearing members; and
• At least 2, and a maximum of 4 shall be representatives of clearing members

The duties of the Committee are to:

(a) advise the Board on any arrangements that may impact the risk management of the Company, including a significant change in its risk model, the default procedures, the criteria for accepting clearing members, the clearing of new classes of instruments and the outsourcing of functions; 

(b) advise the Board in relation to developments impacting the risk management of the company in emergency situations; 

(c) monitor and assess the adequacy and effectiveness of the company's risk management policies, procedures, and risk management systems and methodology; and 

(d) discuss and advise the Board on the initial versions of, and any changes to the rulebook which impact on the risk management of the company;

(e) review and make recommendations to the Board on the initial versions of, and any proposed changes to risk policies and arrangements:

For the avoidance of doubt, the Committee shall act in an advisory capacity to the Board and any recommendations made by the Committee shall not be binding on the Board or on the Company. In the event that the Board decides not to follow a recommendation of the Committee, the company shall promptly inform the Bank of England.

The Nomination Committee is composed of a maximum of five individuals, with a majority of independent directors.

Nomination Committee - Terms of Reference (PDF)

The Remuneration Committee is responsible for designing and developing this remuneration policy. The Committee, as a committee of the Board, operates under the terms of the "Remuneration Committee - Terms of Reference (PDF)" adopted by the Board of LME Clear.

The Committee shall represent the remuneration needs of the Company to HKEX Remuneration Committee when considering the overall remuneration of the HKEx Group and shall operate within the parameters agreed with HKEX Group Remuneration Committee in the performance of its duties under its Terms of Reference.

The Committee shall be mindful of its obligation to ensure that the remuneration policy and practices of the company:

• are aligned with the long term interests, business strategies and values of the Company as well as those of the HKEX Group
• encourage and support prudent and sound risk management