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SEC Filings

DEF 14A
SEVEN STARS CLOUD GROUP, INC. filed this Form DEF 14A on 11/20/2017
Entire Document
 

 

The Audit Committee may engage independent counsel and such other advisors it deems necessary to carry out its responsibilities and powers, and, if such counsel or other advisors are engaged, shall determine the compensation or fees payable to such counsel or other advisors. The Audit Committee may form and delegate authority to subcommittees consisting of one or more of its members as the Audit Committee deems appropriate to carry out its responsibilities and exercise its powers.

 

Compensation Committee

 

Our Compensation Committee currently consists of Jin Shi and James Cassano with Mr. Shi acting as Chair. Our Compensation Committee assists the Board in reviewing and approving the compensation structure of our directors and executive officers, including all forms of compensation to be provided to our directors and executive officers. The Compensation Committee is responsible for, among other things:

 

·reviewing and approving corporate goals and objectives relevant to the compensation of our chief executive officer, evaluating the performance of our chief executive officer in light of those goals and objectives, and setting the compensation level of our chief executive officer based on this evaluation;

 

·reviewing and making recommendations to the Board with regard to the compensation of other executive officers;

 

·reviewing and making recommendations to the Board with respect to the compensation of our directors; and

 

·reviewing and making recommendations to the Board regarding all incentive-based compensation plans and equity-based plans.

 

The Compensation Committee has sole authority to retain and terminate any consulting firm or other outside advisor to assist the committee in the evaluation of director, chief executive officer or senior executive compensation and other compensation-related matters, including sole authority to approve the firms’ fees and other retention terms. The Compensation Committee may also form and delegate authority to subcommittees consisting of one or more members of the Compensation Committee.

 

Governance and Nominating Committee

 

Our Governance and Nominating Committee currently consists of Jerry Fan and Jin Shi with Mr. Shi acting as Chair. The Governance and Nominating Committee assists the Board of Directors in identifying individuals qualified to become our directors and in determining the composition of the Board and its committees. The Governance and Nominating Committee is responsible for, among other things:

 

·identifying and recommending to the Board nominees for election or re-election to the Board, or for appointment to fill any vacancy;

 

·selecting directors for appointment to committees of the Board; and

 

·overseeing annual evaluation of the Board and its committees for the prior fiscal year.

 

The Governance and Nominating Committee has sole authority to retain and terminate retain and terminate any search firm that is to be used by the Company to assist in identifying director candidates, including sole authority to approve the firms’ fees and other retention terms. The Governance and Nominating Committee may also form and delegate authority to subcommittees consisting of one or more members of the Governance and Nominating Committee.

 

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