独立董事聘书 [文档在线提供].pdfVIP

28 February 2005 Model Letter of Appointment of CLP Holdings’ Non-Executive Directors [For new Non- Executive Directors appointed after the 2005 AGM] Dear [ ], On behalf of the Company, I am pleased to confirm that, following recommendation by its Nomination Committee, the Board has appointed you as a non-executive director. The Board and the Company are grateful to you for having accepted this appointment. Having regard to the nature of the rights and responsibilities of non-executive directors of Hong Kong listed companies, as well as good practices in corporate governance, the Company has adopted a formal letter of appointment for all non-executive directors. This has been developed from the form set out in the “Higgs Report” in the U.K. on the “Review of the Role and Effectiveness of Non-Executive Directors”. Our Shareholders are informed of CLP’s practices in this respect through the CLP Code on Corporate Governance and a model letter of appointment is published on the CLP website. 1. Term of Appointment 1.1 You are appointed for an initial term of not more than four years from the date of your appointment or re-election by Shareholders. Such term shall end in any event on either : (a) the date of the third Annual General Meeting (AGM) after your first election as a Director by Shareholders in AGM; or (b) the date on which you shall retire by rotation, whichever is the earlier. 1.2 The arrangements for the retirement and re-election of non-executive directors are set out in CLP’s Code on Corporate Governance and in the Company’s Articles of Association. 1.3 Although this appointment is for an initial term of not more than four years, the Company and its Shareholders value conti