General Overview - The company establishes a Board Strategy and ESG Committee to enhance its management level in environmental, social, and governance (ESG) aspects, improve decision-making processes, and ensure the scientific nature of development planning and strategic decisions [1][2] Committee Composition - The committee consists of five directors, with independent directors accounting for more than half [2] - The committee is chaired by the chairman of the board, who is responsible for convening meetings [2] Responsibilities and Authority - The committee's main responsibilities include researching and proposing suggestions on the company's long-term development strategy, ESG strategy, and major investment decisions [3][4] - It is tasked with reviewing and submitting ESG-related disclosure documents, including annual ESG reports, to the board [3][4] - The committee monitors the implementation of ESG work and addresses related risks and opportunities [3][4] Meeting Rules - The committee must hold at least one meeting annually, with provisions for emergency meetings [4] - A quorum of two-thirds of the committee members is required for meetings, and decisions must be approved by a majority [4][5] Documentation and Confidentiality - Meeting records must be accurate and reflect the opinions of attendees, and members have confidentiality obligations regarding meeting discussions [5]
密封科技: 董事会战略与ESG委员会工作细则