Veson Holdings Limited (VESON HLDG) has issued an updated Terms of Reference for its Corporate Governance Committee, outlining expanded responsibilities in risk management, internal controls and compliance with Hong Kong’s Corporate Governance Code.

Key highlights:

• Purpose and Scope: The committee will assist the board in applying risk management principles, overseeing internal controls and ensuring full compliance with Appendix C1 of the Hong Kong Listing Rules.

• Structure and Meetings: Members and the chair are appointed by the board. The committee must meet at least twice a year, with the company secretary serving as secretary and maintaining full minutes.

• Authority: The committee is empowered to investigate any governance matter, obtain information from employees, and engage external legal or professional advisers at the company’s expense.

• Core Duties: – Develop, review and monitor Veson’s corporate-governance policies, director training, regulatory compliance and code of conduct. – Oversee the design, implementation and effectiveness of the group’s risk-management and internal-control systems, including ESG-related risks. – Conduct an annual review covering financial, operational and compliance controls, adequacy of resources, staff qualifications, training and budget allocations in accounting, internal audit and financial reporting functions. – Report major findings and recommendations directly to the board.

• Adoption Timeline: The original mandate was adopted on 16 October 2018 and has been revised effective 2 June 2026.

The revised framework formalises Veson’s commitment to rigorous governance standards and reinforces board-level accountability for risk management, internal control effectiveness and ongoing regulatory compliance.