Zangge Mining Co., Ltd.
Board of Directors' Strategy and Sustainable Development (ESG) Committee
Work Rules
Chapter 1 General Provisions
Article 1 To adapt to the needs of Zangge Mining Co., Ltd. (hereinafter referred to as the "Company") for strategic and sustainable development, improve corporate governance, enhance the Company's environmental, social, and governance (ESG) performance, and implement the resolutions of the Company's shareholders' meeting and board of directors, in accordance with the "Company Law of the People's Republic of China," the "Articles of Association of Zangge Mining Co., Ltd." (hereinafter referred to as the "Articles of Association"), the Company hereby establishes the Board of Directors' Strategy and Sustainable Development (ESG) Committee and formulates these Rules.
Article 2 The Board of Directors' Strategy and Sustainable Development (ESG) Committee is a special committee under the Board of Directors and is accountable to the Board of Directors. Its main tasks are to analyze the global economic and industry situation, combine it with the Company's actual situation, research the Company's development strategy, and provide suggestions and opinions to the Board of Directors for formulating the Company's medium- and long-term development strategy, public policies, sustainable development and environmental, social, and governance (ESG) related strategies, plans, and major policies; it is responsible for drafting the Company's medium- and long-term development plan, and undertaking work related to strategic development and research as required by the Board of Directors.
Chapter 2 Membership
Article 3 The Strategy and Sustainable Development (ESG) Committee shall be composed of five directors.
Article 4 Committee members of the Strategy and Sustainable Development (ESG) Committee shall be nominated by the Chairman or jointly by three directors, and shall be appointed after approval by the Board of Directors.
Article 5 The Strategy and Sustainable Development (ESG) Committee shall have one Chairman, who shall be the Chairman of the Board, responsible for presiding over the committee's work.
Article 6 The term of office of the Strategy and Sustainable Development (ESG) Committee shall be the same as the term of office of the Board of Directors. Committee members may be re-elected upon the expiration of their term. If a committee member ceases to hold the position of director during their term, they shall automatically lose their committee membership, and the committee shall supplement the number of members in accordance with Articles 3 to 5 of these Rules.