Annual Report 2025

131 2025 Annual Report Transport International Holdings Limited Procedures for Making Proposals to Nominate a Person for Election as a Director The shareholders are entitled to nominate a person for election as a Director at a general meeting of the Company. The procedures for making proposals to nominate a person for election as a Director are available on the respective websites of the Company and the Stock Exchange. Directors’ Indemnities and Protection The Company has taken out an appropriate insurance policy covering any potential legal actions against the Directors of the Company, which indemnifies the Directors for liabilities incurred in connection with the Company’s activities. These indemnities were in effect throughout 2025 and remain in effect. Delegation by the Board of Directors The Board maintains four designated Board Committees to oversee various aspects of the Group’s affairs: the Standing Committee, the Audit and Risk Management Committee, the Remuneration Committee, and the Nomination Committee. The Committees are governed by their respective terms of reference and are provided with adequate authority and resources to discharge their duties. The terms of reference are regularly reviewed and are available on the respective websites of the Company and the Stock Exchange. The membership of each Committee (as of 31 December 2025) is shown below: Name of Directors Standing Committee Audit and Risk Management Committee Remuneration Committee Nomination Committee Independent Non-executive Directors Dr Norman LEUNG Nai Pang, GBS, JP Chairman Dr John CHAN Cho Chak, GBS, JP Member Chairman Chairman Dr Eric LI Ka Cheung, GBS, OBE, JP Chairman Member Member Professor LIU Pak Wai, SBS, JP Member Member Mr TSANG Wai Hung, GBS, PDSM, JP Member Member Ms WANG Xiao Bin Member Member Non-executive Directors Mr Raymond KWOK Ping Luen, JP Member Mr Charles LUI Chung Yuen, M.H. Member Ms Winnie NG, JP Member Member Mr Allen FUNG Yuk Lun Member Member Mr William LOUEY Lai Kuen Member Mr LUNG Po Kwan Member Executive Director Mr Roger LEE Chak Cheong Member Standing Committee The role of the Standing Committee is to advise and assist the Board in devising business strategies, making significant investment proposals and monitoring their implementation. The Standing Committee’s findings and recommendations are submitted directly to the Board. In 2025, the Standing Committee held six meetings with Senior Management to review and discuss the Group’s financial, operational and strategic planning, as well as potential investment opportunities.