Soho Holly Futures Co., Ltd. issued a new set of procedures defining the authority, composition, and responsibilities of its Board of Directors. The board consists of eight directors, including one employee director and three independent directors, with at least one independent director required to have accounting or financial expertise. The chairman is elected by more than half of all directors, each serving a three-year term with the possibility of reelection.

The rules outline the scope of the Board’s responsibilities, covering areas such as convening shareholders’ meetings, formulating strategic business and investment plans, and determining senior management appointments. Certain significant matters, including material acquisitions or disposals, third-party guarantees, and connected transactions, require board resolutions and, in some cases, shareholder approval.

The document highlights strict guidelines on connected transactions, specifying that a director with any significant relationship to the counterparty must abstain from relevant voting. Independent directors are expected to maintain absolute independence and fulfill additional oversight responsibilities through specialized board committees, such as audit, nomination, remuneration, risk management, and strategic and ESG.

These updated procedures also reinforce the requirement for directors to uphold their duty of care and loyalty, prohibiting unauthorized use of company assets and unauthorized related-party transactions. Directors who fail to attend board meetings or fail to meet professional and ethical standards risk dismissal or further remedial action. The new rules aim to improve governance, protect shareholder interests, and maintain compliance with applicable regulations and listing requirements.