Sinopec Corporation of China - Setting Standards in Corporate Governance
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Case Details:
Case Code : CGOV003
Case Length : 20 Pages
Period : 2002 - 2003
Pub Date : 2005
Teaching Note :Not Available
Organization : Sinopec
Corporation
Industry : Petroleum and Petrochemicals
Countries : China
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This case study was compiled from published sources, and is intended to be used as a basis for class discussion. It is not intended to illustrate either effective or ineffective handling of a management situation. Nor is it a primary information source.
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Excerpts
The Supervisory Committee (SC)
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Sinopec adhered to all the directives of CCGLC in China with regard to their
supervisory board (Refer Exhibit V). The SC was responsible for supervising the
company's financial affairs, and overseeing whether the directors and the top
management (including the president, vice-president, CFO, and secretary of the BoD) were abiding by all laws and protecting the company's and shareholders'
lawful interests. The SC was answerable to the shareholders' general meeting (SGM).
The SC comprised of 12 supervisors. Of these, eight were shareholder
representatives, while the other four were representatives of Sinopec's
employees and staff...
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Board of Directors
Sinopec's board of directors (BoD) performed all the duties and
responsibilities as mentioned in the guidelines of CCGLC in China (Refer
Exhibit VI). The BoD at Sinopec comprised of 13 directors, of which four
were independent directors. The board was headed by the Chairman and also
had the Vice-Chairman-cum-President on the panel. The Chairman and
Vice-Chairman could be elected and removed by the members of the BoD by
passing a simple majority vote...
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Board Committees
The BoD consisted of three committees: the 'Strategic Planning Committee' (SPC),
the 'Audit Committee' (AC), and the 'Compensation Committee' (CC). Each of
these committees was constituted by the members of the BoD. The SPC
developed long-term strategies and planned for large-scale corporate
investments. It comprised of 13 members.
The AC comprised of seven members. The Chairman and a simple majority of the
members of the AC had to be independent directors, and at least one
independent director had to be a qualified accountant... |
Shareholders' General Meeting
The SGM exercised its powers and functions as per the Chinese law. Sinopec had
designed the "Rules and Procedures for the Shareholders' General Meetings" (RPSGM).
These rules were executed by the company after their formal approval by the
shareholders at the SGM (Refer Table V). The RPSGM were regarded as an important
element of AoA...
Excerpts Contd...>>
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