Corporate Governance · Nasdaq: PMEC

Committee Composition and Charters

The Board has established an Audit Committee, a Compensation Committee and a Nominating and Corporate Governance Committee, each composed entirely of the Company’s three independent directors and each operating under a written charter that the committee reviews annually.

Committee Membership

DirectorAudit CommitteeCompensation CommitteeNominating and Corporate Governance Committee
William YuenChair (audit committee financial expert)MemberMember
William MireckiMemberChairMember
Dr. Kai Yue Jason Chan, MH, JPMemberMemberChair
Kin Wai Ho (Chairman and CEO)n/an/an/a

Each committee member satisfies the independence requirements of Nasdaq Listing Rule 5605(c)(2), and each Audit Committee member meets the independence standards of Rule 10A-3 under the Securities Exchange Act of 1934.

Audit Committee

Chaired by William Yuen. The Audit Committee oversees the Company’s accounting and financial reporting processes and the audits of its financial statements. Its responsibilities include recommending the appointment, re-appointment or removal of the independent auditor and approving its remuneration and all audit and non-audit services; reviewing audit problems and management’s response; discussing the annual audited financial statements with management and the auditor; reviewing and approving related party transactions; reviewing the adequacy of accounting and internal control policies; approving annual audit plans; and establishing procedures for complaints and whistleblowing. Audit Committee Charter

Compensation Committee

Chaired by William Mirecki. The Compensation Committee assists the Board in reviewing and approving the compensation structure for directors and executive officers, including the development of compensation programmes, annual review of executive officer and non-executive director compensation, review of incentive compensation and equity plans, director and officer indemnification and insurance, and regulatory compliance on compensation matters. The Chief Executive Officer may not be present when the committee deliberates on his compensation. Compensation Committee Charter

Nominating and Corporate Governance Committee

Chaired by Dr. Kai Yue Jason Chan. The committee assists the Board in selecting qualified director candidates and in determining the composition of the Board and its committees. Its responsibilities include recommending nominees for election, re-election or appointment; reviewing annually the Board’s composition in terms of independence, knowledge, skills, experience, expertise, diversity and availability; developing nomination and corporate governance policies required by SEC or Nasdaq rules; recommending members for each committee; and evaluating the performance and effectiveness of the Board. Nominating and Corporate Governance Committee Charter

Board of Directors

Biographies of the Chairman and the three independent directors.

Governance Documents

Charters, policies, Constitution and shareholder meeting materials on EDGAR.

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