The objectives of the Board of Directors, the strategic body of Fuwei Films, are to ensure the sustainable development of the value of the company, to adopt the major strategies that guide its management, to verify the fair and accurate presentation of information about the company.

As part of its mission, the Board of Directors supports the priority objective of Fuwei Films management, which is, as it always has been, to ensure the continuous growth of the company and a steady increase in value for its shareholders.

Our board of directors has appointed an Audit Committee, Compensation Committee and a Corporate Governance and Nominating Committee, and adopted charters for each of these committees. We have appointed one independent director to each of our committees.

 
Audit Committee
 
Our audit committee consists of Mark Stulga, Lin Tang and Changrong Ji. The audit committee will oversee our accounting and financial reporting processes and the audits of our financial statements. The audit committee is responsible for, among other things:
•  selecting the independent auditors and pre-approving all auditing and non-auditing services permitted to be performed by the independent auditors;
•  reviewing and approving all proposed related-party transactions;
•  discussing the annual audited financial statements with management and the independent auditors;
•  annually reviewing and reassessing the adequacy of our audit committee charter;
•  meeting separately and periodically with management and the independent auditors;
•  reviewing such other matters that are specifically delegated to our audit committee by our board of directors from time to time; and；
•  reporting regularly to the full board of directors.
 
Compensation Committee
 
Our compensation committee consists of Mark Stulga and is responsible for, among other things:
•  reviewing and determining the compensation package for our senior executives;
•  reviewing and making recommendations to our board with respect to the compensation of our directors;
•  reviewing and approving officer and director indemnification and insurance matters;
•  reviewing and approving any employee loan in an amount equal to or greater than RMB100,000; and；
•  Reviewing periodically and approving any long-term incentive compensation or equity plans, programs or similar arrangements, annual bonuses, employee pension and welfare benefit plans.
 
Corporate Governance and Nominating Committee
 
Our corporate governance and nominating committee consists of Mark Stulga and is responsible for, among other things:
•  identifying and recommending to the board nominees for election or re-election to the board;
•  making appointments to fill any vacancy on our board;
•  reviewing annually with the board the current composition of the board in light of the characteristics of independence, age, skills, experience and availability of service to us;
•  identifying and recommending to the board any director to serve as a member of the board’s committees;
•  advising the board periodically with respect to significant developments in the law and practice of corporate governance as well as our compliance with applicable laws and regulations, and making recommendations to the board on all matters of corporate governance and on any corrective action to be taken; and
•  monitoring compliance with our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance.