Chapter 1 General Principles
Article 1
Shenzhen Platinum New Materials Co., Ltd. (hereinafter referred to as "the Company") establishes the Nomination Committee of the Board of Directors (hereinafter referred to as "the Nomination Committee" or "the Committee") to regulate the selection of directors and senior management, optimize the composition of the board, and improve corporate governance structure. The Committee is primarily responsible for formulating the selection criteria and procedures for directors and senior management, conducting personnel selection, and making recommendations.
Article 2
To ensure the Nomination Committee operates in a standardized and efficient manner, the Company's Board of Directors has formulated these rules in accordance with the Company Law of the People's Republic of China (hereinafter referred to as "the Company Law"), the Guidelines for Corporate Governance of Listed Companies, the Listing Rules of the Shenzhen Stock Exchange for Growth Enterprises, the Listing Rules of The Stock Exchange of Hong Kong Limited (hereinafter referred to as "the Hong Kong Listing Rules"), the Articles of Association of Shenzhen Platinum New Materials Co., Ltd. (hereinafter referred to as "the Articles of Association"), and other relevant laws, regulations, and normative documents.
Article 3
Resolutions made by the Nomination Committee must comply with the Articles of Association, these rules, and other relevant laws, regulations, and the securities regulatory rules of the stock exchange where the Company's shares are listed.
Chapter 2 Composition
Article 4
The number of members of the Nomination Committee must comply with the requirements of the securities regulatory rules of the stock exchange where the Company's shares are listed, with a majority of members being independent non-executive directors and at least one director of a different gender.
Article 5
The Nomination Committee shall have one convener, who is an independent director designated by the Company's Board of Directors. The convener is responsible for convening and presiding over meetings of the Nomination Committee. If the convener is unable to perform their duties, they may designate another member to act on their behalf. If the convener neither performs their duties nor designates another member, any member may report the situation to the Company's Board of Directors, which will designate a member to perform the duties of the convener.
Article 6
The term of office for members of the Nomination Committee shall be consistent with that of the Board of Directors. Members may be re-elected upon the expiration of their term. Members shall not be removed without cause before their term expires unless circumstances arise that disqualify them from serving as stipulated in the Company Law, the Articles of Association, or these rules. If a member ceases to be a director or no longer meets the independence criteria, they automatically lose their membership, and the Board of Directors shall fill the vacancy according to the above provisions.
Article 7
If the number of members of the Nomination Committee falls below two-thirds of the required number due to resignation, dismissal, or other reasons, the Company's Board of Directors shall promptly supplement the committee with new members. The Nomination Committee shall suspend its powers as outlined in these rules until the number of members reaches two-thirds of the required number.