We are listed in both Shanghai and Hong Kong. To ensure full compliance, we strictly abide by applicable laws and regulations, including the Company Law of the PRC, the Securities Law of the PRC, rules governing the listing of securities on the Shanghai Stock Exchange and the Hong Kong Stock Exchange, as well as relevant provisions from regulators of stock markets in Shanghai and Hong Kong.
We benchmark ourselves against advanced international ESG standards and industry-leading practices. To drive value creation, we embed ESG concepts into all aspects of our business and work to ensure that our ESG framework and relevant long-term mechanisms suit our operations worldwide and reflect Zijin’s characteristics.
At Zijin, ownership is separate from management. Our Shareholders’ General Meeting, Board of Directors (including Board committees), and Management operate with clearly defined powers and responsibilities—a framework that fosters strong collaboration while maintaining effective checks and balances. This creates synergy in setting directions, making decisions, exercising oversight, and driving execution. Specifically, the Shareholders’ General Meeting and the Board of Directors are responsible for strategic decision-making, while the Management is responsible for execution. The Board’s Audit and Supervision Committee, which has assumed the legal responsibilities of the now defunct Supervisory Board, provides oversight. Together, this forms a modern governance mechanism that covers decision-making, supervision, and execution, serving as the cornerstone of our corporate governance structure.
Shareholders’ General Meeting and Shareholders
Our Shareholders’ General Meeting, which comprises all shareholders, is our highest decision-making body. It is held annually, with additional extraordinary sessions convened as needed. We strictly follow applicable laws and regulations, as well as our Articles of Association, when we convene and conduct these meetings. Lawyers are engaged to attend them to provide legal opinions in writing. This is to ensure that the meeting procedures are lawful, voting results are valid, and the legitimate rights and interests of all shareholders—especially small shareholders—are equally protected.
Board and Directors
In recognition of the significant contributions made by Mr. Chen Jinghe, our founder and a core leader, our Shareholders’ General Meeting has resolved to appoint him as Lifetime Honorary Chairman and Senior Advisor. This arrangement has been formalized in our Articles of Association.
Pursuant to our Articles of Association, our 15-member Board of Directors consists of 7 executive directors (including 1 Employee Director), 1 non-executive director, and 7 independent directors (including 1 Lead Independent Director). Notably, the independent and non-executive directors account for more than 50% of the members of the Board. They come from diverse backgrounds spanning mining, finance, law, investment, and management. This enables effective checks and balances against executive directors to ensure sound decision-making.
Our Board has four specialized committees: The Strategic and Sustainable Development (ESG) Committee, the Executive and Investment Committee, the Audit and Supervision Committee, and the Nomination and Compensation Committee. They fulfill clearly defined duties and function efficiently, leveraging professional expertise to support the Board, ensuring rules and procedures are followed and prudent decisions are made.