Board of directors

Tencent has a unitary Board. The non-executive directors of the Company bring a wide range of business and financial experience to the Board. Independent non-executive directors of the Company represent more than one-third of the Board, providing sufficient checks and balances that safeguard the interests of the shareholders and the Group. The Company receives from each independent non-executive director a confirmation annually of his independence and the Nomination Committee conducts annual reviews to assess the independence of all independent non-executive directors.

MA Huateng (Pony Ma)

Chairman

Ma Huateng, age 52, is an executive director, Chairman of the Board and Chief Executive Officer of the Company. Mr Ma has overall responsibilities for strategic planning and positioning and management of the Group. Mr Ma is one of the core founders and has been employed by the Group since 1999. Prior to his current employment, Mr Ma was in charge of research and development for Internet paging system development at China Motion Telecom Development Limited, a supplier of telecommunications services and products in China. Mr Ma was a deputy to the 12th and 13th National People’s Congress. Mr Ma has a Bachelor of Science degree specialising in Computer and its Application obtained in 1993 from Shenzhen University and more than 30 years of experience in the telecommunications and Internet industries. He is a director of Advance Data Services Limited, which has an interest in the shares of the Company which would fall to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the Securities and Futures Ordinance. Mr Ma also serves as a director of certain subsidiaries of the Company.

Investment committee Nomination Committee (Chairman)

Jacobus Petrus (Koos) Bekker

Non-Executive Director

Jacobus Petrus (Koos) Bekker, age 71, has been a non-executive director since November 2012. Koos led the founding team of the M-Net/MultiChoice pay-television business in 1985. He was also a founder director of MTN in cellular telephony. Koos headed the MIH group in its international and Internet expansions until 1997, when he became chief executive of Naspers, which is listed on the Johannesburg Stock Exchange. He serves on the boards of other companies within the group and associates, as well as other bodies. In April 2015, he became non-executive chair. On 14 August 2019, he was appointed as non-executive chair of Prosus N.V., which is listed on Euronext Amsterdam and on the Johannesburg Stock Exchange. Academic qualifications include BA Hons and honorary doctorate in commerce (Stellenbosch University), LLB (University of the Witwatersrand) and MBA (Columbia University, New York).

Remuneration Committee

Charles St Leger Searle

Non-Executive Director

Charles St Leger Searle, age 60, has been a non-executive director since June 2001. Mr Searle is currently the Chief Executive Officer of Naspers Internet Listed Assets. He serves on the board of a number of companies associated with the Naspers Group, and was a director of VK Company Limited (now known as VK International Public Joint-Stock Company) that is listed on the Moscow Exchange and was delisted on the London Stock Exchange on 12 September 2023 until his resignation on 4 March 2022. Prior to joining the Naspers Group, he held positions at Cable & Wireless plc and at Deloitte & Touche in London and Sydney. Mr Searle is a member of the Institute of Chartered Accountants in Australia and New Zealand. Mr Searle has more than 30 years of international experience in the telecommunications and Internet industries. Mr Searle also serves as a director of certain subsidiaries of the Company.

Audit Committee Corporate Governance Committee (Chairman) Investment Committee Nomination Committee

Li Dong Sheng

Independent Non-Executive Director

Li Dong Sheng, age 67, has been an independent non-executive director since April 2004. Mr Li is the Chairman and Chief Executive Officer of TCL Technology Group Corporation that is listed on the Shenzhen Stock Exchange, and the strategic development consultant of TCL Electronics Holdings Limited that is listed on the The Stock Exchange of Hong Kong Limited, both of which produce consumer electronic products. Mr Li graduated from South China University of Technology in 1982 with a Bachelor degree in radio technology and has more than 29 years of experience in the information technology field. Mr Li was the Chairman and an executive director of TCL Electronics Holdings Limited, up to 9 August 2021.

Nomination Committee Remuneration Committee

Ian Charles Stone

Independent Non-Executive Director

Ian Charles Stone, age 73, has been an independent non-executive director since April 2004. Mr Stone is currently an independent advisor on Technology, Media and Telecoms after retiring from PCCW in Hong Kong in 2011. His career in the last 34 years has been primarily in leading mobile telecoms businesses, and new wireless and Internet technology, during which time he held senior roles in PCCW, SmarTone, First Pacific, Hong Kong Telecom and CSL, as Chief Executive or at Director level, primarily in Hong Kong, and also in London and Manila. Since 2011, Mr Stone has provided telecoms advisory services to telecom companies and investors in Hong Kong (China), the Mainland of China, South East Asia and the Middle East and has more than 53 years of experience in the telecom and mobile industries. Mr Stone was an independent director of Summit Healthcare Acquisition Corp. that was listed on NASDAQ, up to 16 March 2023. Mr Stone is a fellow member of The Hong Kong Institute of Directors.

Audit Committee Corporate Governance Committee Nomination Committee Remuneration committee (Chairman)

Yang Siu Shun

Independent Non-Executive Director

Yang Siu Shun, age 68, has been an independent non-executive director since July 2016. Mr Yang is currently serving as a Member of the 14th National Committee of the Chinese People’s Political Consultative Conference, a Justice of the Peace in Hong Kong, a Steward of the Hong Kong Jockey Club, and an independent non-executive director of Man Wah Holdings Limited which is publicly listed on The Stock Exchange of Hong Kong Limited. Mr Yang was an independent non-executive director of Xinyi Glass Holdings Limited which is publicly listed on The Stock Exchange of Hong Kong Limited, up to 31 May 2024 and was also an independent non-executive director of Industrial and Commercial Bank of China Limited which is publicly listed on The Stock Exchange of Hong Kong Limited and the Shanghai Stock Exchange, up to 8 August 2024. Mr Yang retired from PricewaterhouseCoopers (“PwC”) on 30 June 2015. Before his retirement, he served as the Chairman and Senior Partner of PwC Hong Kong, the Executive Chairman and Senior Partner of PwC China and Hong Kong, one of the five members of the Global Network Leadership Team of PwC and the PwC Asia Pacific Chairman. Mr Yang served as a Board Member and the Audit Committee Chairman of The Hang Seng University of Hong Kong (formerly known as Hang Seng Management College), up to 30 September 2018 and the Deputy Chairman of the Council of Hong Kong Metropolitan University (“HKMU”) (formerly known as The Open University of Hong Kong), up to 19 June 2019. Mr Yang also served as a Member of the Exchange Fund Advisory Committee of the Hong Kong Monetary Authority, up to 31 August 2021. Mr Yang graduated from the London School of Economics and Political Science in 1978 and was awarded the degree of Honorary Doctor of Social Sciences by HKMU in 2019. Mr Yang is a Fellow Member of the Institute of Chartered Accountants in England and Wales, the Hong Kong Institute of Certified Public Accountants and the Chartered Institute of Management Accountants.

Audit committee (Chairman) Corporate Governance Committee Nomination Committee

Ke Yang

Independent Non-Executive Director

Ke Yang, age 69, has been an independent non-executive director since August 2019. Professor Ke is currently the Director of Laboratory of Genetics of Peking University Cancer Hospital and an international member of the United States National Academy of Medicine. Professor Ke is also the President of the Peking University Health Science Center Alumni Association, Vice-president of China Medical Women’s Association, and Vice-president of Cancer Foundation of China. Professor Ke’s research focus is on the upper gastrointestinal tumors, including the cloning of gastric cancer related genes and the functional study of such genes. Together with her team, she has also established the population cohort in esophageal cancer high incidence regions in China, studied the etiology of esophageal cancer, and evaluated the effects and economic efficacy of early screening of the disease. She has published more than 100 papers and had registered patents and been granted awards at national and provincial levels for technological and educational achievements. Professor Ke was a member of the 11th and 12th National Committee of the Chinese People’s Political Consultative Conference, an executive Vice-president of Peking University and of the Peking University Health Science Center (formerly known as Beijing Medical College), a member of the Committee of Academic Degrees of the State Council, a member of the Healthcare Reform Advisory Committee of the State Council, the Chairperson of the Working Committee for Graduate Medical and Pharmaceutical Education of the Office of Academic Degrees of the State Council, Vice-president of the 24th and 25th Chinese Medical Association, Vice-chairperson of the Steering Committee of Clinical Medicine of the Committee of Academic Degrees of the State Council, Vice-president of the Peking University Alumni Association, and President of the Health Professional Education Committee of the Chinese Association of Higher Education. Professor Ke graduated from the Peking University Health Science Center in 1982. From 1985 to 1988, Professor Ke worked at the National Cancer Institute of the National Institutes of Health of the United States as a postdoctoral fellow. Professor Ke is currently an independent non-executive director of Keymed Biosciences Inc. which is publicly listed on The Stock Exchange of Hong Kong Limited.

Corporate Governance Committee

Zhang Xiulan

Independent Non-Executive Director

Zhang Xiulan, age 61, has been an independent non-executive director since August 2022. Professor Zhang is currently a consultant at the University of California, San Francisco. She was previously the Dean of the School of Social Development and Public Policy, Beijing Normal University. She was also a member of the 11th and 12th Beijing Municipal Committee of the Chinese People’s Political Consultative Conference and a member of the Healthcare Reform Advisory Committee of the State Council. Professor Zhang has led over 40 research projects, including national level priority social science projects, and projects funded by the Ministry of Science and Technology and the Ministry of Education. In expert capacity, Professor Zhang has also provided expert consultation to government on policy making, including the 11th National Five-Year Plan, the “Five Guarantees Regulations”, the Adjustment Mechanism for Urban Minimum Living Standard, Urban and Rural Medical Assistance Policy, Social Assistance System and others. In addition, Professor Zhang has also worked on mandates from the State Council Healthcare Restructuring Office, Ministry of Education, Ministry of Health, Ford Foundation, European Union, World Bank, World Health Organization, UNICEF, Save the Children Foundation and other organizations. Professor Zhang received her Bachelor’s Degree in Physical Geography, and Master’s Degree in Economic Geography from the Beijing Normal University in 1985 and 1988, respectively. After graduation, she joined the “China Society”, a newspaper published by the Ministry of Civil Affairs as an Editor. In 1999, she received her Doctor of Philosophy in Social Welfare from the University of California at Berkeley with her research focused on social protection, social policy, social welfare and healthcare. In the same year, Professor Zhang founded the first Institute of Social Development and Public Policy in China at the Beijing Normal University, which subsequently became the School of Social Development and Public Policy.

Corporate Governance Committee

Last update: 27 August 2024

Responsibilities

Determines the Group's mission, provides its strategic direction and is responsible for the approval of strategic plans;
approves the annual business plan and budget proposed by management;
retains full and effective control over the Group and monitors management with regard to the implementation of the approved annual business plan and budget;
appoints the Chief Executive Officer, who reports to the Board and ensures that succession is planned;
approves the Company's financial statements, and interim and annual reports;
determines the Group's communication policy;
determines director selection, orientation and evaluation;
ensures that the Group has appropriate risk management, internal control, internal audit and regulatory compliance procedures in place and that it communicates adequately with shareholders and stakeholders;
establishes Board committees with clear terms of reference and responsibilities as appropriate;
defines levels of delegation in respect of specific matters, with required authority to Board committees and management;
monitors non-financial aspects pertaining to the businesses of the Group;
considers and, if appropriate, declares the payment of dividends to shareholders; and
regularly evaluates its own performance and effectiveness.

The Board and its committees are supplied with full and timely information, which enables them to discharge their responsibilities. All directors have full and timely access to all relevant information as well as the advice and services of the Company’s general counsel and the company secretary, and to independent professional advice at the Company’s expense if appropriate. Directors’ interests in other boards and contracts are regularly declared and recorded.

The Nomination Committee which has been established in March 2012 identifies candidates suitably qualified to become Board members and make recommendations to the Board on the selection of candidates nominated as directors, in accordance with its terms of reference. Following the appointment of new directors to the Board, an orientation programme is arranged to facilitate their understanding of the Group’s operations and businesses, and responsibilities under the Listing Rules and applicable laws. The list of directors identifying their role and function shall be updated from time to time and made available on the HKEXnews’ website and the Company’s website.

Our management team

At Tencent, we're building innovative technologies that improve the quality of life of people around the world. Meet our leadership team at the forefront of these efforts.

Meet our management team

Tencent is a world-leading internet and technology company

Our story

We create long-term value for investors with an open and pragmatic approach

Investors

Board of directors

MA Huateng (Pony Ma)

Jacobus Petrus (Koos) Bekker

Charles St Leger Searle

Li Dong Sheng

Ian Charles Stone

Yang Siu Shun

Ke Yang

Zhang Xiulan

Responsibilities

Our management team

Tencent is a world-leading internet and technology company

We create long-term value for investors with an open and pragmatic approach

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