Chapter One General Principles
Article 1
To standardize the selection of company leadership, optimize the composition of the board of directors, and improve corporate governance structure, the company establishes a Board of Directors Nomination Committee and formulates these rules in accordance with the Company Law of the People's Republic of China, the Articles of Association, and other relevant regulations.
Article 2
The Nomination Committee is responsible for formulating the selection criteria and procedures for candidates for directors and senior management, and making recommendations directly to the board of directors.
Chapter Two Composition
Article 3
The Nomination Committee consists of three to five directors, with independent directors making up the majority and serving as the convener.
Article 4
Committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board of directors.
Article 5
The committee has one chairperson and one vice-chairperson, both of whom must be independent directors. The chairperson is responsible for leading the committee's work; if the chairperson cannot perform their duties, the vice-chairperson will act on their behalf. The chairperson and vice-chairperson are elected by the committee members and approved by the board of directors.
Article 6
The term of the Nomination Committee aligns with that of the board of directors, and members may be re-elected upon term expiration. If a member ceases to be a director, they automatically lose their committee membership, and the committee will fill the vacancy according to Articles 3 to 5.
Article 7
The daily work communication and meeting organization of the Nomination Committee are the responsibility of the relevant departments.