Noah works to build a diverse board encompassing a wide variety of backgrounds (including gender, age, and nationality) and cultural experiences, as well as expertise, skills, and experiences. All members of Noah’s Board of Directors were selected and nominated by the Corporate Governance and Nominating Committee. The Board mainly consists of industry professionals with financial backgrounds and skills.
The nine members of the Board all have experience in risk management.
Founded in 2003, Noah Holdings (NYSE: NOAH) was successfully listed on the New York Stock Exchange on November 10, 2010,
as the first independent wealth management organization to go public from mainland China. Noah’s corporate governance
system follows U.S. Securities and Exchange Commission (SEC) regulations.
The Board of Directors plays an active role in managing and promoting Noah’s sustainable development. Guiding Noah towards
its vision of Sustainability, the board must review and approve the group's strategies and goals in this respect.
Board of Directors
The Board contains nine Directors ( three being female Board Directors, accounting for 33%), and their average tenure is 11.3 years. The five independent directors constitute over half of the Board (55.6%), supervising the Board’s effective operation and providing objective and professional advice on the Group’s business operation. In 2021, Noah held four quarterly board meetings (attended by 100% of directors each time), one special board meeting, four audit committee meetings, one remuneration committee meeting, and one shareholder meeting.
The shareholder meeting allowed all shareholders, Board Directors and stakeholders to thoroughly discuss Noah’s major business matters, which effectively improved our operating performance. In addition, the Noah ESG Committee gave a special report to the Board of Directors.
The shareholder meeting allowed all shareholders, Board Directors and stakeholders to thoroughly discuss Noah’s major business matters, which effectively improved our operating performance. In addition, the Noah ESG Committee gave a special report to the Board of Directors.
Board Structure
As an operational decision-making body, the Board of Directors oversees the Audit Committee, the Compensation Committee, and the Corporate Governance and Nominating Committee, all of which are chaired by independent directors. As per the rules of the New York Stock Exchange, independent non-executive directors constitute over half of the Board, which increases the Board's transparency and efficiency.
The average tenure of Audit Committee members is 9.62 years; for the respective tenure of independent directors, Mr. Tze-Kaing Yang is 7.67 years, Ms. May Yihong Wu is 12.17 years, and Dr. Zhiwu Chen is 9.00 years.
http://ir.noahgroup.com/financial-information/annual-reports
The Board of Directors conducts a self-evaluation of its performance each year. This encompasses the directors' involvement in business operations, board constitution and structure, board culture, management of material issues (including ESG issues), decision-making and tracking. The 2022 self-evaluation by all directors demonstrates that the Company was 100% in compliance with corporate governance requirements.
* The independent directors of the Company who are considered as the independent non-executive directors under the Hong Kong Listing Rules account for 4/9 of the total number of director。
The average tenure of Audit Committee members is 9.62 years; for the respective tenure of independent directors, Mr. Tze-Kaing Yang is 7.67 years, Ms. May Yihong Wu is 12.17 years, and Dr. Zhiwu Chen is 9.00 years.
http://ir.noahgroup.com/financial-information/annual-reports
The Board of Directors conducts a self-evaluation of its performance each year. This encompasses the directors' involvement in business operations, board constitution and structure, board culture, management of material issues (including ESG issues), decision-making and tracking. The 2022 self-evaluation by all directors demonstrates that the Company was 100% in compliance with corporate governance requirements.
* The independent directors of the Company who are considered as the independent non-executive directors under the Hong Kong Listing Rules account for 4/9 of the total number of director。
*Board of Directors: http://ir.noahgroup.com/corporate-governance/board-of-directors
*Professional management team: https://ir.noahgroup.com/corporate-profile/management-team
*Professional management team: https://ir.noahgroup.com/corporate-profile/management-team
Title
Name
Field
Asset Management
Responsible Investment
Sustainability
Risk Management
Expertise / Skills
Accounting
Law
Information Security
Audit
Chairwoman of the Board of Directors
Chief Executive Officer
Chief Executive Officer
Jingbo Wang
√
√
√
√
√
√
√
√
Director
Zhe Yin
√
√
√
√
√
√
√
√
Director
Frances Chia-Yue Chang
√
√
√
√
√
√
√
√
Director
Neil Shen
√
√
√
√
√
√
√
√
Independent Director
Boquan He
√
√
√
√
√
√
√
√
Independent Director
May Yihong Wu
√
√
√
√
√
√
√
√
Independent Director
Tze-Kaing Yang
√
√
√
√
√
√
√
√
Independent Director
Jinbo Yao
√
√
√
√
√
√
√
√
Independent Director
Zhi Wu Chen
√
√
√
√
√
√
√
As for equity structure, Jing Investors Co., Ltd. (100% held by Ms. Jingbo Wang’s family trust) and Yin Investment Co., Ltd. (100% held by Mr. Zhe Yin’s family trust) hold Class B shares, each of which carries four times the voting right of a Class A share.In December 2022, Noah converted its secondary listing status to a primary listing status on the Hong Kong Stock Exchange, emerging as a dual-primary wealth management company on the Hong Kong Stock Exchange in Hong Kong and the New York Stock Exchange in the United States, with its business covering wealth management and asset management.
All major related-party transactions are disclosed in the company’s annual report. Each year, board members are asked if they work in any other capacity within the industry, or serve on the Board of Directors. This serves to safeguard the rights and benefits of shareholders and stakeholders.
All major related-party transactions are disclosed in the company’s annual report. Each year, board members are asked if they work in any other capacity within the industry, or serve on the Board of Directors. This serves to safeguard the rights and benefits of shareholders and stakeholders.
Performance Evaluation and Remuneration of Directors
Weight
Item
Indicators
70%
Operation and development goals
ROA, RONA, DOE, and ROIC
30%
Internal management goals
Execution of corporate strategies, management of the Company and its subsidiaries, and indicators of sustainable development
Noah provides senior managements (including CEO) with equity incentives over a 4-year period. In the event of any conduct that violates our corporate values or impairs our interests, Noah reserves the right to cancel all outstanding equity awards (i.e. through clawback mechanism).
Founded in 2003, Noah Holdings (NYSE: NOAH) was successfully listed on the New York Stock Exchange on November 10, 2010,
as the first independent wealth management organization to go public from mainland China. Noah’s corporate governance
system follows U.S. Securities and Exchange Commission (SEC) regulations.
The Board of Directors plays an active role in managing and promoting Noah’s sustainable development. Guiding Noah towards its vision of Sustainability, the board must review and approve the group's strategies and goals in this respect.
The Board of Directors plays an active role in managing and promoting Noah’s sustainable development. Guiding Noah towards its vision of Sustainability, the board must review and approve the group's strategies and goals in this respect.
Board of Directors
Noah works to build a diverse board encompassing a wide variety of backgrounds (including gender, age, and nationality) and cultural experiences, as well as expertise, skills, and experiences. All members of Noah’s Board of Directors were selected and nominated by the Corporate Governance and Nominating Committee. The Board mainly consists of industry professionals with financial backgrounds and skills.
The nine members of the Board all have experience in risk management.
The Board contains nine Directors ( three being female Board Directors, accounting for 33%), and their average tenure is 11.3 years. The five independent directors constitute over half of the Board (55.6%), supervising the Board’s effective operation and providing objective and professional advice on the Group’s business operation. In 2021, Noah held four quarterly board meetings (attended by 100% of directors each time), one special board meeting, four audit committee meetings, one remuneration committee meeting, and one shareholder meeting.
The shareholder meeting allowed all shareholders, Board Directors and stakeholders to thoroughly discuss Noah’s major business matters, which effectively improved our operating performance. In addition, the Noah ESG Committee gave a special report to the Board of Directors.
The nine members of the Board all have experience in risk management.
The Board contains nine Directors ( three being female Board Directors, accounting for 33%), and their average tenure is 11.3 years. The five independent directors constitute over half of the Board (55.6%), supervising the Board’s effective operation and providing objective and professional advice on the Group’s business operation. In 2021, Noah held four quarterly board meetings (attended by 100% of directors each time), one special board meeting, four audit committee meetings, one remuneration committee meeting, and one shareholder meeting.
The shareholder meeting allowed all shareholders, Board Directors and stakeholders to thoroughly discuss Noah’s major business matters, which effectively improved our operating performance. In addition, the Noah ESG Committee gave a special report to the Board of Directors.
Board Structure
As an operational decision-making body, the Board of Directors oversees the Audit Committee, the Compensation Committee, and the Corporate Governance and Nominating Committee, all of which are chaired by independent directors. As per the rules of the New York Stock Exchange, independent non-executive directors constitute over half of the Board, which increases the Board's transparency and efficiency.
The average tenure of Audit Committee members is 9.62 years; for the respective tenure of independent directors, Mr. Tze-Kaing Yang is 7.67 years, Ms. May Yihong Wu is 12.17 years, and Dr. Zhiwu Chen is 9.00 years.
http://ir.noahgroup.com/financial-information/annual-reports
The Board of Directors conducts a self-evaluation of its performance each year. This encompasses the directors' involvement in business operations, board constitution and structure, board culture, management of material issues (including ESG issues), decision-making and tracking. The 2022 self-evaluation by all directors demonstrates that the Company was 100% in compliance with corporate governance requirements.
* The independent directors of the Company who are considered as the independent non-executive directors under the Hong Kong Listing Rules account for 4/9 of the total number of director。
The average tenure of Audit Committee members is 9.62 years; for the respective tenure of independent directors, Mr. Tze-Kaing Yang is 7.67 years, Ms. May Yihong Wu is 12.17 years, and Dr. Zhiwu Chen is 9.00 years.
http://ir.noahgroup.com/financial-information/annual-reports
The Board of Directors conducts a self-evaluation of its performance each year. This encompasses the directors' involvement in business operations, board constitution and structure, board culture, management of material issues (including ESG issues), decision-making and tracking. The 2022 self-evaluation by all directors demonstrates that the Company was 100% in compliance with corporate governance requirements.
* The independent directors of the Company who are considered as the independent non-executive directors under the Hong Kong Listing Rules account for 4/9 of the total number of director。
For more information on our ownership structure, please refer to the annual public disclosures.
About the Board Members
Performance Evaluation and Remuneration of Directors
Noah’s Board performs annual self-assessment, which KPIs included engagement in corporate operations, Board composition and structure, Board culture, management of major topics, decision-making and monitoring, with a maximum score of 43. In 2019, Directors’
average self-assessment score was 42,
In terms of management remuneration, Noah’s management team sets annual objectives and review criterias based on our corporate operating strategy and annual operating plan. These work objectives include:
In terms of management remuneration, Noah’s management team sets annual objectives and review criterias based on our corporate operating strategy and annual operating plan. These work objectives include:
Weight
Project(s)
Indicator Content
70%
Operational Development Objectives
Return on assets, return on net assets, return on equity , return on capital
30%
Internal Management Objectives
Promotion and execution of overall Group Strategy; and overall management of the Company and its subsidiaries